Restrictions on Distributions. The foregoing provisions of this Article VII to the contrary notwithstanding, no distribution shall be made: (a) if such distribution would violate any contract or agreement to which the Partnership is then a party or any law, rule, regulation, order or directive of any governmental authority then applicable to the Partnership; (b) to the extent that the General Partner, in its sole and absolute discretion, determines that any amount otherwise distributable should be retained by the Partnership to pay, or to establish a reserve for the payment of, any liability or obligation of the Partnership, whether liquidated, fixed, contingent or otherwise; or (c) to the extent that the General Partner, in its sole and absolute discretion, determines that the cash available to the Partnership is insufficient to permit such distribution.
Appears in 32 contracts
Samples: Limited Partnership Agreement, Agreement of Limited Partnership, Merger Agreement (Och-Ziff Capital Management Group LLC)
Restrictions on Distributions. The foregoing provisions of this ----------------------------- Article VII IV to the contrary notwithstanding, no distribution shall be made: :
(a) if such distribution would violate any contract or agreement to which the Partnership is then a party or any law, rule, regulation, order or directive of any governmental authority then applicable to the Partnership; ;
(b) to the extent that the Majority General Partner, Partners determine in its sole and absolute discretion, determines good faith that any amount otherwise distributable should be retained by the Partnership to pay, or to establish a reserve for the payment of, any actual or estimated liability or obligation of the Partnership, whether liquidated, fixed, contingent or otherwise; or or
(c) to the extent that the Majority General Partner, Partners determine in its sole and absolute discretion, determines good faith that (i) the cash available to the Partnership is insufficient to permit such distributiondistribution or (ii) the amount to be distributed pursuant to this Article IV is immaterial.
Appears in 1 contract
Samples: Limited Partnership Agreement (Horton D R Inc /De/)
Restrictions on Distributions. The foregoing provisions of this Article VII Section 6 to the contrary notwithstanding, no distribution shall be made: :
(a) if such distribution would violate any contract or agreement to which the Partnership is then a party or any law, rule, regulation, order or directive of any governmental authority Governmental Authority then applicable to the Partnership; ;
(b) to the extent that the General Partner, in its sole and absolute discretion, determines that any amount otherwise distributable should be retained by the Partnership to pay, or to establish a reserve for the payment of, any liability or obligation of the Partnership, whether liquidated, fixed, contingent or otherwise; or or
(c) to the extent that the General Partner, in its sole and absolute discretion, determines that the cash available to the Partnership is insufficient to permit such distribution.
Appears in 1 contract
Samples: Limited Partnership Agreement