Common use of Withholding Advances Clause in Contracts

Withholding Advances. The Company is hereby authorized at all times to make payments ("Withholding Advances") with respect to each Member in amounts required to discharge any obligation of the Company (as determined by the Tax Matters Representative) based on the advice of legal or tax counsel to the Company to withhold or make payments to any federal, state, local, or foreign taxing authority (a "Taxing Authority") with respect to any distribution or allocation by the Company of income or gain to such Member and to withhold the same from distributions to such Member. Any funds withheld from a distribution by reason of this Section 6.03(b) shall nonetheless be deemed distributed to the Member in question for all purposes under this Agreement. If the Company makes any Withholding Advance in respect of a Member hereunder that is not immediately withheld from actual distributions to the Member, then the Member shall promptly reimburse the Company for the amount of such payment, plus interest at a rate equal to the prime rate published in the Wall Street Journal on the date of payment plus 2% per annum, compounded annually, on such amount from the date of such payment until such amount is repaid (or deducted from a distribution) by the Member (any such payment shall not constitute a Capital Contribution). Each Member's reimbursement obligation under this Section 6.03(b) shall continue after such Member transfers its Membership Interests.

Withholding Advances. The Company is hereby authorized at all times to make payments ("”Withholding Advances"”) with respect to each Member in amounts required to discharge any obligation of the Company (as determined by the Tax Matters Member or Partnership Representative) , based on the advice of legal or tax counsel to the Company Company) to withhold or make payments to any federal, state, local, local or foreign taxing authority (a "“Taxing Authority"”) with respect to any distribution or allocation by the Company of income or gain to such Member and to withhold the same from distributions to such Member. Any funds withheld from a distribution by reason of this Section 6.03(b) shall nonetheless be deemed distributed to the Member in question for all purposes under this Agreement. If the Company makes any Withholding Advance in respect of a Member hereunder that is not immediately withheld from actual distributions to the Member, then the Member shall promptly reimburse the Company for the amount of such payment, plus interest on such amount at a rate equal to (x) the prime rate published in the Wall Street Journal on the date of payment payment, plus 2% (y) two percent (2.0%) per annum, compounded annually, on such amount from the date of such payment until such amount is repaid (or deducted from a distribution) by the Member (any such payment shall not constitute a Capital Contribution). Each Member's ’s reimbursement obligation under this Section 6.03(b) shall continue after such Member transfers its Membership Interests.

Withholding Advances. The Company is hereby authorized at all times to make payments ("“Withholding Advances"”) with respect to each Member in amounts required to discharge any obligation of the Company (as determined by the Tax Matters Member or Partnership Representative) based on the advice of legal or tax counsel to the Company to withhold or make payments to any federal, state, local, or foreign taxing authority (a "“Taxing Authority"”) with respect to any distribution or allocation by the Company of income or gain to such Member and to withhold the same from distributions to such Member. Any funds withheld from a distribution by reason of this Section 6.03(b) shall nonetheless be deemed distributed to the Member in question for all purposes under this Agreement. If the Company makes any Withholding Advance in respect of a Member hereunder that is not immediately withheld from actual distributions to the Member, then the Member shall promptly reimburse the Company for the amount of such payment, plus interest at a rate equal to the prime rate published in the Wall Street Journal on the date of payment plus two percent (2% %) per annum, compounded annually, on such amount from the date of such payment until such amount is repaid (or deducted from a distribution) by the Member (any such payment shall not constitute a Capital Contribution). Each Member's ’s reimbursement obligation under this Section 6.03(b) shall continue after such Member transfers its Membership Interests.. SugarRush 5058, LLCOperating AgreementPage 24 of 53

Withholding Advances. The Company is hereby authorized at all times to make payments ("Withholding Advances") with respect to each Member in amounts required to discharge any obligation of the Company (as determined by the Tax Matters Member or Partnership Representative) , based on the advice of legal or tax counsel to the Company Company) to withhold or make payments to any federal, state, local, local or foreign taxing authority (a "Taxing Authority") with respect to any distribution or allocation by the Company of income or gain to such Member and to withhold the same from distributions to such Member. Any funds withheld from a distribution by reason of this Section 6.03(b) shall nonetheless be deemed distributed to the Member in question for all purposes under this Agreement. If the Company makes any Withholding Advance in respect of a Member hereunder that is not immediately withheld from actual distributions to the Member, then the Member shall promptly reimburse the Company for the amount of such payment, plus interest at a rate equal to the [prime rate published in the Wall Street Journal on the date of payment plus 2% two percent (2.0%) per annum, compounded annually, on such amount from the date of such payment until such amount is repaid (or deducted from a distribution) by by‌ the Member (any such payment shall not constitute a Capital Contribution). Each Member's reimbursement obligation under this Section 6.03(b) shall continue after such Member transfers its Membership Interests.

Withholding Advances. The Company is hereby authorized at all times to make payments ("Withholding Advances") with respect to each Member in amounts required to discharge any obligation of the ofthe Company (as determined by the Tax Matters Representative) , based on the advice of legal oflegal or tax counsel to the Company Company), to withhold or make payments to any federal, state, local, or foreign taxing authority (a "Taxing Authority") with respect to any distribution or allocation by the Company of income ofincome or gain to such Member Member, and to withhold the same from distributions to such Member. Any funds withheld from a distribution by reason of this ofthis Section 6.03(b5.03(b) shall nonetheless be deemed distributed to the Member in question for all purposes under this Agreement. If the Ifthe Company makes any Withholding Advance in respect of a ofa Member hereunder that is not immediately withheld from actual distributions to the Member, then the Member shall promptly reimburse the Company for the amount of such ofsuch payment, plus interest at a rate equal to the prime rate published in the Wall Street Journal on the date of payment plus 2% per annumofpayment, compounded annually, on such amount from the date of such ofsuch payment until such amount is repaid (or deducted from a xxxxxx.xxx, LLC OPERATING AGREEMENT distribution) by the Member (any such payment shall not constitute a Capital Contribution). Each Member's reimbursement obligation under this Section 6.03(b5.03(b) shall continue after such Member transfers its Membership Interests.

Withholding Advances. The Company is hereby authorized at all times to make payments ("“Withholding Advances"”) with respect to each Member in amounts required to discharge any obligation of the Company (as determined by the Tax Matters Representative) Partner based on the advice of legal or tax counsel to the Company Company) to withhold or make payments to any federal, state, local, local or foreign taxing authority (a "“Taxing Authority"”) with respect to any distribution or allocation by the Company of income or gain to such Member and to withhold the same from distributions to such Member. Any funds withheld from a distribution by reason of this Section 6.03(b5.3(b) shall nonetheless be deemed distributed to the Member in question for all purposes under this Agreement. If the Company makes any Withholding Advance in respect of a Member hereunder that is not immediately withheld from actual distributions to the Member, then the Member shall promptly reimburse the Company for the amount of such payment, plus interest at a rate equal to the prime rate published in the Wall Street Journal on the date of payment plus 2% per annum, compounded annually, on such amount from the date of such payment until such amount is repaid (or deducted from a distribution) by the Member (any such payment shall not constitute a Capital Contribution). Each Member's ’s reimbursement obligation under this Section 6.03(b5.3(b) shall continue after such Member transfers Transfers its Membership Interests.