Common use of Special Provisions Relating to the Holders of Incentive Distribution Rights Clause in Contracts

Special Provisions Relating to the Holders of Incentive Distribution Rights. Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (1) shall (x) possess the rights and obligations provided in this Agreement with respect to a Non-Managing Member pursuant to Article III and Article VII and (y) have a Capital Account as a Non-Managing Member pursuant to Section 5.3 and all other provisions related thereto and (2) shall not (x) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, except as provided by law, (y) be entitled to any distributions other than as provided in Section 6.4(a)(v), (vi) and (vii), Section 6.4(b)(iii), (iv) and (v), and Section 12.4 or (z) be allocated items of income, gain, loss or deduction other than as specified in this Article VI; provided, however, that, for the avoidance of doubt, the foregoing shall not preclude the Company from making any other payments or distributions in connection with other actions permitted by this Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (First Solar, Inc.), Limited Liability Company Agreement (8point3 Energy Partners LP)

AutoNDA by SimpleDocs

Special Provisions Relating to the Holders of Incentive Distribution Rights. Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (1a) shall (xi) possess the rights and obligations provided in this Agreement with respect to a Non-Managing Member Limited Partner pursuant to Article III and Article VII and (yii) have a Capital Account as a Non-Managing Member Partner pursuant to Section 5.3 5.5 and all other provisions related thereto and (2b) shall not (xi) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, except as provided by law, (yii) be entitled to any distributions other than as provided in Section 6.4(a)(v), (viSection 6.4(a)(vi) and (viiSection 6.4(a)(vii), Section 6.4(b)(iii), (iv) and (v), and Section 12.4 or (ziii) be allocated items of income, gain, loss or deduction other than as specified in this Article VI; provided. In addition to the foregoing, however, that, if any distribution from Operating Surplus is made pursuant to Section 6.4 as a result of the refinancing of the Partnership's indebtedness for the avoidance of doubtborrowed money, the foregoing holders of the Incentive Distribution Rights shall not preclude the Company from making be entitled to any other payments or distributions in connection under Section 6.4 with other actions permitted by this Agreementrespect thereto.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Cheniere Energy Partners, L.P.), Unit Purchase Agreement (Cheniere Energy Partners, L.P.)

Special Provisions Relating to the Holders of Incentive Distribution Rights. Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (1a) shall (xi) possess the rights and obligations provided in this Agreement with respect to a Non-Managing Member Limited Partner pursuant to Article III and Article VII and (yii) have a Capital Account as a Non-Managing Member Partner pursuant to Section 5.3 5.5 and all other provisions related thereto and (2b) shall not (xi) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, except as provided by law, (yii) be entitled to any distributions other than as provided in Section 6.4(a)(v), (viSection 6.4(a)(vi) and (viiSection 6.4(a)(vii), Section 6.4(b)(iii), (iv) and (v), and Section 12.4 or (ziii) be allocated items of income, gain, loss or deduction other than as specified in this Article VI; provided. In addition to the foregoing, however, that, if any distribution from Operating Surplus is made pursuant to Section 6.4 as a result of the refinancing of the Partnership’s indebtedness for the avoidance of doubtborrowed money, the foregoing holders of the Incentive Distribution Rights shall not preclude the Company from making be entitled to any other payments or distributions in connection under Section 6.4 with other actions permitted by this Agreementrespect thereto.

Appears in 2 contracts

Samples: Limited Partnership Agreement (Cheniere Energy Partners, L.P.), Limited Partnership Agreement (Cheniere Energy Partners, L.P.)

Special Provisions Relating to the Holders of Incentive Distribution Rights. Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (1) shall (x) possess the rights and obligations provided in this Agreement with respect to a Non-Managing Member Limited Partner pursuant to Article III and Article VII and (y) have a Capital Account as a Non-Managing Member Partner pursuant to Section 5.3 5.4 and all other provisions related thereto and (2) shall not (x) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, except as provided by law, (y) be entitled to any distributions other than as provided in Section 6.4(a)(v), (vi) and (vii), Section 6.4(b)(iiiSections 6.4(a)(iii), (iv) and (v), and Section 12.4 or (z) be allocated items of income, gain, loss or deduction other than as specified in this Article VI; provided, however, that, that for the avoidance of doubt, the foregoing shall not preclude the Company Partnership from making any other payments or distributions in connection with other actions permitted by this Agreement.

Appears in 2 contracts

Samples: Agreement of Limited Partnership (Hess Midstream Partners LP), Partnership Restructuring Agreement (Hess Midstream Partners LP)

Special Provisions Relating to the Holders of Incentive Distribution Rights. Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (1a) shall (xi) possess the rights and obligations provided in this Agreement with respect to a Non-Managing Member Limited Partner pursuant to Article III and Article VII and (yii) have a Capital Account as a Non-Managing Member Partner pursuant to Section 5.3 5.5 and all other provisions related thereto and (2b) shall not (xi) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, except as provided by law, (yii) be entitled to any distributions other than as provided in Section 6.4(a)(v), (viSection 6.4(a)(vi) and (viiSection 6.4(a)(vii), Section 6.4(b)(iii), (iv) and (v), and Section 12.4 or (ziii) be allocated items of income, gain, loss or deduction other than as specified in this Article VI; provided. In addition to the foregoing, however, that, if any distribution from Operating Surplus is made pursuant to Section 6.4 as a result of the refinancing of the Partnership’s indebtedness for the avoidance of doubtborrowed money, the foregoing holders of the Incentive Distribution Rights shall not preclude the Company from making be entitled to any other payments or distributions in connection under Section 6.4 with other actions permitted by this Agreementrespect thereto.

Appears in 1 contract

Samples: Limited Partnership Agreement

AutoNDA by SimpleDocs

Special Provisions Relating to the Holders of Incentive Distribution Rights. Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (1a) shall (xi) possess the rights and obligations provided in this Agreement with respect to a Non-Managing Member Limited Partner pursuant to Article III and Article VII and (yii) have a Capital Account as a Non-Managing Member Partner pursuant to Section 5.3 5.5 and all other provisions related thereto and (2b) shall not (xi) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, except as provided by law, (yii) be entitled to any distributions other than as provided in Section 6.4(a)(v), (viSection 6.4(a)(vi) and (viiSection 6.4(a)(vii), Section 6.4(b)(iii), (iv) and (v), and Section 12.4 or (ziii) be allocated items of income, gain, loss or deduction other than as specified in this Article VI; provided. In addition to the foregoing, however, that, if any distribution from Operating Surplus is made pursuant to Section 6.4 as a result of the refinancing of the Partnership’s indebtedness for the avoidance of doubtborrowed money, the foregoing holders of the Incentive Distribution Rights shall not preclude the Company from making be entitled to any other payments or distributions in connection under Section 6.4 with other actions permitted by this Agreementrespect thereto.

Appears in 1 contract

Samples: Limited Partnership Agreement

Special Provisions Relating to the Holders of Incentive Distribution Rights. Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (1) shall (x) possess the rights and obligations provided in this Agreement with respect to a Non-Managing Member pursuant to Article III ‎III and Article ‎Article VII and (y) have a Capital Account as a Non-Managing Member pursuant to Section ‎Section 5.3 and all other provisions related thereto and (2) shall not (x) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, except as provided by law, (y) be entitled to any distributions other than as provided in Section ‎Section 6.4(a)(v), (vi‎(vi) and (vii‎(vii), Section ‎Section 6.4(b)(iii), (iv‎(iv) and (v‎(v), and Section ‎Section 12.4 or (z) be allocated items of income, gain, loss or deduction other than as specified in this Article ‎Article VI; provided, however, that, for the avoidance of doubt, the foregoing shall not preclude the Company from making any other payments or distributions in connection with other actions permitted by this Agreement.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Sunpower Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!