Permitted REIT Distributions means, so long as Host REIT believes in good faith after reasonable diligence that Host REIT qualifies as REIT under the Code, a declaration or payment of any dividend or the making of any distribution: (i) to Host REIT equal to the greater of: (a) the amount estimated by Host REIT in good faith after reasonable diligence to be necessary to permit Host REIT to distribute to its shareholders with respect to any calendar year (whether made during such year or after the end thereof) 100% of the “real estate investment trust taxable income” of Host REIT within the meaning of Code Section 857(b)(2), determined without regard to deductions for dividends paid and the exclusions set forth in Code Sections 857(b)(2)(C), (D), (E) and (F) but including therein all net capital gains and net recognized built-in gains within the meaning of Treasury Regulations 1.337(d)-6 (whether or not such gains might otherwise be excluded or excludable therefrom); or (b) the amount that is estimated by Host REIT in good faith after reasonable diligence to be necessary either to maintain Host REIT’s status as a REIT under the Code for any calendar year or to enable Host REIT to avoid the payment of any tax for any calendar year that could be avoided by reason of a distribution by Host REIT to its shareholders, with such distributions to be made as and when determined by Host REIT, whether during or after the end of the relevant calendar year; in either the case of (a) or (b) if: (i) the aggregate principal amount of all outstanding Indebtedness (other than the QUIPs Debt) of the Company and its Restricted Subsidiaries on a consolidated basis at such time is less than 80% of Adjusted Total Assets of the Company; and (II) no Default or Event of Default shall have occurred and be continuing; and (ii) to any Person in respect of any Units, which distribution is required as a result of or a condition to the distribution or payment of such dividend or distribution to Host REIT.
Permitted REIT Distributions means distributions (directly or indirectly) by Borrower to KBS REIT to the extent that, if not distributed to KBS REIT:
Permitted REIT Distributions distributions (directly or indirectly) by Borrower to the REIT to the extent that, if not distributed to the REIT:
Examples of Permitted REIT Distributions in a sentence
Within three (3) business days following Investor Member’s written request to Manager, Manager shall cause Mezz A Borrower to request a disbursement from the REIT Distribution Account (as such term is defined in the Initial Loan Documents) so that the Company has sufficient Distributable Cash to disburse to Investor Member funds to cover any Permitted REIT Distributions under Section 7.1.1 herein or Section 7.2.1 herein, as applicable.
Notwithstanding anything stated to the contrary in the Loan Documents, the funding of all Impounds and reserves required hereunder shall be subject to Permitted REIT Distributions.
If required by Lender at any time while a Default exists, Borrower shall deposit with Lender such amounts (“Post-Default Impounds”) on such dates (determined by Lender as provided below) as will be sufficient to pay any or all “Costs” (as defined below) specified by Lender to the extent, and only to the extent, required by the terms and conditions of the Loan Documents and further subject to Borrower’s right to receive Permitted REIT Distributions.
If a Default exists, subject to Borrower’s right to receive Permitted REIT Distributions, Lender may apply any or all Impounds to any Obligation and/or to cure such Default, whereupon Borrower shall restore all Impounds so applied and cure all Defaults not cured by such application.
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More Definitions of Permitted REIT Distributions
Permitted REIT Distributions means, subject to the Distribution Conditions (defined below), distributions (directly or indirectly) by Maker to KBS Real Estate Investment Trust, Inc. (the “REIT”) (which indirectly owns 100% of Maker) to the extent that, if not distributed to the REIT:
Permitted REIT Distributions means, so long as Host REIT believes in good faith after reasonable diligence that Host REIT qualifies as REIT under the Code, a declaration or payment of any dividend or the making of any distribution: (i) to Host REIT equal to the greater of: (a) the amount estimated by Host REIT in good faith after reasonable diligence to be necessary to permit Host REIT to distribute to its shareholders with respect to any calendar year (whether made during such year or after the end thereof) 100% of the “real estate investment trust taxable income” of Host REIT within the meaning of Code Section 857(b)(2), determined without regard to deductions for dividends paid and the exclusions set forth in Code Sections 857(b)(2)(C), (D), (E) and (F) but including therein all net capital gains and net recognized built-in gains within the meaning of Treasury Regulations 1.337(d)-6 (whether or not such gains might otherwise be excluded or excludable therefrom), or (b) the amount that is estimated by Host REIT in good faith after reasonable diligence to be necessary either to maintain Host REIT’s status as a REIT under the Code for any calendar year or to enable Host REIT to avoid the payment of any tax for any calendar year that could be avoided by reason of a distribution by Host REIT to its shareholders, with such distributions to be made as and when determined by Host REIT, whether during or after the end of the relevant calendar year; in either the case of (a) or (b) if: (i) the aggregate principal amount of all outstanding Indebtedness (other than the QUIPs Debt) of the Company and its Restricted Subsidiaries on a consolidated basis at such time is less than 80% of Adjusted Total Assets of the Company; and (II) no Default or Event of Default shall have occurred and be continuing; and (ii) to any Person in respect of any Units, which distribution is required as a result of or a condition to the distribution or payment of such dividend or distribution to Host REIT.
Permitted REIT Distributions means, subject to compliance with the provisions of Section 14 hereof, distributions (directly or indirectly) by Borrower to the REIT (which indirectly owns 100% of Borrower) to the extent that, if not distributed to the REIT: (A) the REIT would, as the result of the failure of Borrower to receive cash from the Property, be unable to distribute all REIT taxable income with respect to the Property, or (B) the REIT would, solely as a result of the failure of Borrower to receive cash from the Property, fail to satisfy its obligations to pay REIT Operating Expenses.
Permitted REIT Distributions means, subject to compliance with the provisions of Section 6.23 hereof, distributions (directly or indirectly) by Borrower to the REIT (which indirectly owns 100% of Borrower) to the extent that, if not distributed to the REIT: (A) the REIT would, as the result of the failure of Borrower to receive cash from the Property, be unable to distribute all REIT taxable income with respect to the Property, or (B) the REIT would, solely as a result of the failure of Borrower to receive cash from the Property, fail to satisfy its obligations to pay REIT Operating Expenses.
Permitted REIT Distributions means for any applicable Projection Period an amount that, when added together with all other projected distributions under Sections 7.1 and 7.2 hereof for such Projection Period, is equal to or in excess of the net taxable income projected to be generated by the Properties for such Projection Period and allocable to the Investor Member. Investor Member’s right to receive Permitted REIT Distribution Cash Flow shall be subject to the following terms and conditions (collectively, the “Distribution Conditions”): at least 14 days prior to the end of the then current Projection Period, Investor Member shall deliver to Manager: (a) written notice setting forth an estimate of the REIT’s taxable income for the Properties (the “REIT Distribution Notice”) for the immediate succeeding period of no less than one fiscal quarter and no more than one fiscal year (each, a “Projection Period”), which REIT Distribution Notice shall also set forth the amount of Permitted REIT Distribution Cash Flow needed to make Permitted REIT Distributions related to such Projection Period, and (b) written confirmation from Ernst & Young or another “Big 4” accounting firm that the estimate of the REIT’s taxable income generated by the Properties for the applicable Projection Period, as reflected in the REIT Distribution Notice, is a reasonable estimate of the same, all in form and substance reasonably acceptable to Manager Member. Such estimate shall be based on (1) the REIT’s actual taxable income for the Properties for the then current calendar year and (2) the REIT’s projected taxable income for the Properties for the remainder of such calendar year. Within 30 days following the end of each fiscal quarter, Investor Member shall deliver to Manager a statement of the REIT’s best estimate of its taxable income for the Properties for the immediately ended fiscal quarter together with the REIT’s calculation of the estimated taxable income of the REIT for the Properties, and (A) if the Permitted REIT Distribution Cash Flow actually received by Investor Member for such fiscal quarter exceeded the actual amount needed to enable Investor Member to make its Permitted REIT Distributions for such fiscal quarter, the estimate of the Permitted REIT Distribution Cash Flow for the immediately succeeding fiscal quarter shall be adjusted to reduce the estimated amount of the Permitted REIT Distribution Cash Flow by the amount of such excess and (B) if the Permitted REIT Distribution Cash Flow actually re...
Permitted REIT Distributions means a declaration or payment of any dividend or the making of any distribution to the Company that is necessary to maintain the Company's status as a REIT under the Code or to satisfy the distributions required to be made by reason of the Company's making of the election provided for in Notice 88-19 (or Treasury regulations issued pursuant thereto).
Permitted REIT Distributions means disbursements from the Excess Cash Flow Reserve Funds from time to time to fund Required REIT Distributions, provided such disbursements in the aggregate shall not exceed ten percent (10%) of all deposits made into the Excess Cash Flow Reserve Account through any date of determination.