Restriction on Distribution. The Company will not make a distribution to the members unless immediately after giving effect to the distribution, all liabilities of the Company do not exceed the fair value of the Company assets. Liabilities do not include liabilities to the members on account of their interest in the Company and liabilities to which creditors’ recourse is limited to specified property of the Company. The fair value of any property that is subject to a liability to which creditors’ recourse is limited will be included in the Company assets only to the extent that the fair value of the property exceeds the liability.
Restriction on Distribution. If the Company fails (for whatever reason) to redeem any Preferred Shares on its due date for redemption then, as from such date until the date on which the same are redeemed the Company shall not declare or pay any dividend nor otherwise make any distribution of or otherwise decrease its profits available for distribution.
Restriction on Distribution. 19 A. Limitation.........................................19 B.
Restriction on Distribution. Licensee shall only distribute the Software or Derivative Works to resellers, distributors and end users either (a) physically embedded in the Authorized Licensee Products in a manner that is not readily accessible to end users; or (b) pursuant to an End User Agreement. By way of example only, an End User Agreement shall be required to distribute the Software or Derivative Works on a CD-ROM, floppy disk, or by electronic transmission.
Restriction on Distribution. Notwithstanding any other provision of this Agreement, the Investors shall not distribute the Initial Shares or the Common Shares received by them upon conversion of the Debentures to their limited partners for a period of one year from the Closing Date.
Restriction on Distribution. The distribution of the Authorised Offering Material and the offering or sale of Notes in certain jurisdictions may be restricted by law. Persons into whose possession this Base Prospectus comes are required by the Issuer, the Dealers and the Arranger to inform themselves about and to observe any such restriction. The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”) and may be in bearer form and therefore subject to U.S. tax law requirements. Notes may not be offered, sold or delivered at any time within the United States (as defined in Regulation S of the Securities Act (“Regulation S”)) or to, or for the account or benefit of any person who is (a) a U.S. person (as defined in Regulation S) or (b) not a Non-United States person (as defined in Rule 4.7 under the U.S. Commodity Exchange Act of 1936 but excluding, for the purposes of subsection (D) thereof, the exception for qualified eligible persons who are not Non-United States persons) (“CFTC Rule 4.7”). For a description of certain restrictions on offers and sales of Notes and on distribution of this Base Prospectus, see “Subscription and Sale”.
Restriction on Distribution. Vendor may distribute and sell applications that operate on RIM Limited’s BlackBerry 10 software platform (“BlackBerry 10”) only through RIME Stores and not through any other direct or indirect distribution means, and Vendor shall not enable or permit third parties to distribute or sell applications that operate on BlackBerry 10 through other means (except in either case any Vendor sales of applications directly to customers solely for distribution, via BlackBerry Mobile Fusion, to the customer’s authorized users).
Restriction on Distribution. (a) No distribution shall be made if, after giving effect to the distribution:
(i) The Company would not be able to pay its debts as they become due in the usual course of business; or
(ii) The Company’s total assets would be less than the sum of its total liabilities plus, unless this Agreement provides otherwise, the amount that would be needed, if the Company were to be dissolved at the time of the distribution, to satisfy the preferential rights of other Member(s), if any, upon dissolution that are superior to the rights of the Member receiving the distribution.
(b) The Member(s) may base a determination that a distribution is not prohibited on any of the following:
(i) Financial statements prepared on the basis of accounting practices and principles that are reasonable in the circumstances;
(ii) A fair valuation; or
(iii) Any other method that is reasonable in the circumstances. The effect of a distribution is to be measured as of the date the distribution is authorized if the payment is to occur within 30 days after the date of authorization, or the date payment is made if it is to occur more than 30 days after the date of authorization.
(c) A Member who votes for a distribution in violation of this Agreement or the Act shall be personally liable to the Company for the amount of the distribution that exceeds what could have been distributed without violating this Agreement or the Act if it is established that the Member did not act in compliance with this Section 6.3. Any Member who is so liable shall be entitled to compel contribution from (i) each other Member who also is so liable, and (ii) each Member for the amount such Member received with knowledge of facts indicating that the distribution was made in violation of this Agreement or the Act.
Restriction on Distribution. 17 6.8 Return of Distributions.............................................................17 6.9 Obligations of Members to Report Allocations........................................17
Restriction on Distribution. 28 ARTICLE VII
