Tax Distribution. The Company shall distribute quarterly to the Members in accordance with their Profit Interests, to the extent cash is available to the Company, an amount sufficient to enable the Members (or, if applicable, the owners or members of such Member) to fund their U.S. federal income tax liabilities attributable to their respective distributive shares of net taxable income of the Company (calculated for each Member (or, if applicable, the owners or members of such Member) net of any tax loss of the Company previously allocated to such Member (or, if applicable, the owners or members of such Member) and not previously offset by allocations of taxable income), in each case assuming that each Member (or, if applicable, the owners or members of such Member) is taxable at the highest marginal U.S. federal income tax rate applicable to a corporation. The amounts to be distributed to a Member as a tax distribution pursuant to this Section 6.2 in respect of any Fiscal Year shall be computed as if any distributions made pursuant to Section 6.4 hereof during such Fiscal Year were a tax distribution in respect of such Fiscal Year. Any distribution pursuant to this Section 6.2 shall be deemed to have been made in anticipation of, and shall reduce in a like amount, the respective distributions of the Members otherwise to be made pursuant to Section 6.4 hereof.
Tax Distribution. To the extent Distributable Funds are available (taking into account any debt agreements to which the Partnership is subject), the Partnership shall distribute to JVP and Starwood, after the end of each Fiscal Year and prior to April 15 of the subsequent Fiscal Year, an amount (“Tax Distribution”) equal to the product of (x) the excess of (i) the net taxable income allocated by the Partnership to such Partner for such Fiscal Year over (ii) the net taxable loss allocated by the Partnership to such Partner in all prior Fiscal Years to the extent such net taxable losses have not already been taken into account under this Section 6.3 in calculating Tax Distributions in prior Fiscal Years, multiplied by (y) the maximum combined federal and state income and capital gains tax rate applicable to individuals resident in California, taking into account the deduction from federal taxable income for state taxes and the availability of reduced income tax rates applicable to net capital gain allocable by the Partnership to such Partner for such Fiscal Year, as determined by the General Partner; provided, however, that for purposes of calculating any Tax Distribution to Starwood, allocations attributable to Rental Pool Assets pursuant to Section 7.2(g) shall be disregarded. To the extent that such Tax Distributions increase the total amount of distributions beyond the amount to which a Partner would be entitled under this Section 6 in the absence of this Section 6.3, the excess amount of such distributions shall be considered a prepayment of future distributions (e.g., Management Incentive Distributions) allocable and made to such Partner for all purposes of this Agreement. Tax Distributions, if made, shall be made prior to a distribution of Distributable Funds pursuant to Section 6.1; provided, however, that for purposes of determining the Tax Distributions for a Fiscal Year, the excess of (i) the amount of aggregate distributions pursuant to Section 6.1 for all prior Fiscal Years over (ii) the aggregate Tax Distributions for all prior Fiscal Years of the Partnership shall be treated as a distribution in such Fiscal Year. If the amount of available funds is insufficient to make the full amount of the Tax Distribution pursuant to this Section 6.3, such distributions shall be made to JVP and Starwood pro rata in proportion to the amounts otherwise available to be distributed to such Partners pursuant to this Section 6.3.
Tax Distribution. The term “Tax Distribution” shall have the meaning given to such term in Section 5.1.1.
Tax Distribution. To the Members in an aggregate amount equal to thirty percent of the Company’s net income for such fiscal year, as determined in accordance with generally accepted accounting principles and reported on the financial statements furnished to each Member pursuant to Section 8.21 of this Operating Agreement. Provided, however, that no distribution pursuant to this Section 6.2(a) (i) will be made if the net income for such fiscal year does not exceed $500,000.00, unless the Board of Managers votes to make a distribution notwithstanding that the net annual income for such fiscal year does not exceed $500,000.00.
Tax Distribution. For each Fiscal Year the Company will, during such Fiscal Year or the immediately subsequent Fiscal Year, but not later than 90 days following the end of each Fiscal Year, to the extent that there is Available Cash distribute to each Member, with respect to such Fiscal Year, a distribution in an amount equal to such Member’s Presumed Tax Liability for such Fiscal Year (a “Tax Distribution”). Any amount distributed pursuant to this Section 6.5 will be deemed to be an advance distribution of amounts otherwise distributable to the Members pursuant to Sections 6.1 and will reduce the amounts that would subsequently otherwise be distributable to the Members pursuant to such provisions in the order they would otherwise have been distributable. The Board of Managers may distribute Tax Distributions quarterly on an estimated basis prior to the end of a Fiscal Year, but if the amounts so distributed as estimated Tax Distributions exceed the amount of Tax Distributions to which such Member is entitled to for such Fiscal Year, the Member will promptly after the end of the Fiscal Year return such excess to the Company and the excess will be treated as a distribution to such Member pursuant to Section 6.1, as applicable until it is returned.
Tax Distribution. Subject to any applicable restrictions in the Company's loan agreements, within ninety (90) calendar days after the end of each Fiscal Year, the Management Committee shall use reasonable efforts to cause the Company to distribute to the Members an amount equal to the Tax Distribution for the preceding Fiscal Year. The Tax * CONFIDENTIAL TREATMENT REQUEST(ED) 128 Distribution shall be distributed to the Members in accordance with their respective Percentage Interests.
Tax Distribution. At the election of the Board of Managers, within ten (10) days following the end of each quarter of a Fiscal Year the LLC shall distribute to each Class A Member a cash amount equal to (i) 25% of the Taxable Income Distribution Amount of such Class A Member that the Board of Managers estimates for the entire Fiscal Year; and (ii) with respect to tax payments to be made with income tax returns filed for a full Fiscal Year or with respect to adjustments to such returns imposed by the Internal Revenue Service or other taxing authority, such distribution to the Class A Members shall be equal to the Taxable Income Distribution Amount for such Fiscal Year, less the aggregate amount distributed for such Fiscal Year as provided in clause (i) above. In the event that the amount determined under clause (ii) above is a negative amount (a “Tax Distribution Deficit”), the amount of any Distributions pursuant to this Section 6.3.4 in the succeeding Fiscal Year (or if necessary any subsequent Fiscal Year) shall be reduced by such Tax Distribution Deficit; provided that if a Class A Member stops being a Member while there is a Tax Distribution Deficit with respect to such Class A Member, such Class A Member shall repay such Tax Distribution Deficit to the LLC upon withdrawal from the LLC.
Tax Distribution. Notwithstanding Section 9.01 and to the extent there are funds available, if Net Profit is allocated to the Partners under Article 8 for any Taxable Period, the Management Committee shall endeavor, within ninety (90) days following the close of the Taxable Period for which the Net Profit is so allocated, to make a distribution out of Cash and Securities Available for Distribution to all Partners (including the General Partners) that, when added to all other distributions made to such Partners during such Taxable Period (exclusive of distributions under this Section 9.02 for previous Taxable Periods), will be in an amount sufficient to meet the federal and state tax liability of each Partner, calculated for purposes of this Section 9.02 as if it were equal to the Net Profit allocated for the Taxable Period times the sum of the maximum federal tax rate for individuals plus the maximum California tax rate for individuals.
Tax Distribution. Notwithstanding the provisions set forth in Section 5.2(a), but subject to Section 5.3, the Partnership may, at the option of the General Partner, make distributions to the Limited Partner prior to making the distributions set forth in Section 5.2(a)(ii), to the extent such distributions are needed to pay any income taxes associated with the allocations of Net Income set forth in Section 5.1(a)(i)(3) to the Limited Partner. Any such distributions shall reduce subsequent distributions to be made to the Limited Partner pursuant to Section 5.2(a). In no event shall the General Partner make any tax distributions to the Limited Partner as permitted under this Section 5.2(d) if such distributions are necessary for the General Partner to meet the distribution requirements for qualification as a REIT.
Tax Distribution. Except as otherwise provided in Section 13.2 (on liquidation), and provided that no distribution shall be made which will cause or increase an Adjusted Capital Account Deficit (as defined in Appendix 1) for a Member, the Managers shall distribute to each Member an amount that is at least equal to such Member's Presumed Tax Liability (as defined herein) for such Fiscal Year (a "Tax Distribution"), unless the Managers reasonably determine that such Tax Distribution is not in the best interests of the Company. Any amount distributed pursuant to this Section 7.4 shall be deemed to be an advance distribution of amounts that otherwise would have been distributed to such Members subsequently pursuant to Sections 7.1 and 7.2 hereof, and shall thereby reduce the amounts that are subsequently distributable to such Members pursuant to Sections 7.1 and 7.2, in the order that such amounts would have been distributed. The "Presumed Tax Liability" for any Member for a Fiscal Year shall mean an amount equal to the product of (a) the amount of taxable income of the Company allocated to such Member for that Fiscal Year and (b) the highest tax rate that would be imposed on any Member under either Section 1 or 11 of the Code, whichever is higher, for that Fiscal Year.
