Distributions to the Members. Subject to Sections 5.03(e), and 5.03(f), at such times and in such amounts as the Managing Member, in its sole discretion, shall determine, distributions shall be made to the Members in proportion to their respective Percentage Interests.
Distributions to the Members. Subject to Section 5.03(e) and Section 5.03(f), the Company shall promptly distribute to a Member the proceeds of any distribution received by the Company from Holdco in respect of such Member’s Attributable Units.
Distributions to the Members. Subject to Section 4.01(e), Section 4.01(f), Section 4.01(g), Section 4.01(h) and Section 4.01(i), at such times and in such amounts as the Manager, in its sole discretion, shall determine, Distributions in cash shall be made to the Members holding Class A Common Units and Class B Common Units, in proportion to their respective Percentage Interests.
Distributions to the Members. Subject to Sections 5.03(e), and 5.03(f), at such times and in such amounts as the Managing Member, in its sole discretion, shall determine, distributions shall be made to the Members in proportion to their respective Percentage Interests. For the avoidance of doubt, if the amount to be distributed pursuant to this Section 5.03(b) with respect to any particular distribution pursuant to this Section 5.03(b) would cause the amount of any outstanding Profits Unit’s Participation Threshold to be reduced to zero, then such Profits Unit shall participate in distributions under this Section 5.03(b) on a pro rata basis only after the portion of the amount to be distributed in such distribution that would cause such Profits Unit’s Participation Threshold to be reduced to (but not below) zero has first been distributed to the holders of outstanding Common Units (taking into account outstanding Profits Units that have lesser Participation Thresholds (determined immediately prior to such distribution)). Notwithstanding the foregoing, Participating Profits Units that are not Vested Units shall not be entitled to distributions, provided that (x) any such Participating Profits Units shall not be deemed “issued and outstanding” for purposes of computing Percentage Interests when giving effect to the first sentence of this Section 5.03(b) and (y) with respect to any such Participating Profits Units that subsequently become Vested Units from time to time, on each subsequent distribution date after such Participating Profits Units became Vested Units, the amounts that would otherwise have been distributable in respect of the Common Units and Participating Profits Units under this Section 5.03(b) shall be distributed instead to the holders of the Participating Profits Units that were outstanding and were not Vested Units on the date amounts were previously distributed under this Section 5.03(b) until the amounts previously distributed thereunder (plus any amount previously distributed under this Section 5.03(b)) equal the amounts which otherwise would have been distributable under this Section 5.03(b) if such Participating Profits Units had been Vested Units at the time of such previous distribution.
Distributions to the Members. The Company shall distribute to the Members any of the Company’s cash which, in the judgment of the Members’ Committee, exceeds the minimum cash requirements of the business for a reasonable period of time. Such excess cash distributions shall be allocated between the Members in accordance with their Percentage Interests.
Distributions to the Members. At such times and in such amounts as the Managing Member, in its sole discretion, shall determine, distributions shall be made to the Members in proportion to their respective Percentage Interests; provided, however, that notwithstanding anything in this Section 5.02 to the contrary, no distributions shall be made in respect of any Unvested Common Units. Any amounts that are not distributed to holders of such Unvested Common Units by virtue of the foregoing proviso shall instead be distributed to the Members in accordance with this Section 5.02(b).
Distributions to the Members. Subject to Sections 4.1(c) and 4.1(d), distributions shall be made to the Members in proportion to their respective Percentage Interests.
Distributions to the Members. (i) Subject to Section 5.03(d), any applicable agreement to which the Company or any of its Subsidiaries is a party governing the terms of third-party indebtedness for borrowed money, and the retention and establishment of reserves, or payment to the relevant parties of such funds as the Managing Member deems necessary or desirable in its sole discretion with respect to the reasonable needs and obligations of the Company, the net cash flow of the Company may be distributed to the Members at such times as may be determined by the Managing Member from time to time in its sole discretion. Except as specifically set forth herein and subject to Section 5.03(b)(ii), Section 5.03(d) and Section 5.03(e), all distributions as of any date shall be distributed ratably among the holders of Class A Units and Management Incentive Units, based on the number of Class A Units or Management Incentive Units, as applicable, owned by such holders; provided, that, subject to Section 5.03(e), for purposes of this Section 5.01(b) and notwithstanding anything to the contrary set forth herein, a holder of a Management Incentive Unit (or portion thereof) shall be eligible to participate in distributions (A) only to the extent that the per Unit amount distributed by the Company (after the date of issuance of such Management Incentive Unit) in respect of each Class A Unit that is not a Management Incentive Unit and that was outstanding on the date of issuance of such Management Incentive Unit, excluding Tax Distributions, exceeds the then-unsatisfied Management Incentive Unit Return Threshold applicable to such Management Incentive Unit and (B) solely from the excess described in the preceding clause (A).
Distributions to the Members. Other than distributions made upon the Company’s dissolution, which shall be made in accordance with Section 10.02, all other distributions shall be made as follows:
Distributions to the Members. Subject to Section 5.03(e) and (f), at such times and in such amounts as the Managing Member, in its sole discretion, shall determine, distributions shall be made to the Members in proportion to their respective Percentage Interests; provided, however, that notwithstanding anything in this Section 5.03 to the contrary (other than Section 5.03(e) and (f)), distributions shall be made in respect of any Unvested Units if and only if such Unvested Unit is entitled to distributions in the applicable Vesting Letter and any Unvested Units that are not entitled to receive such distribution shall be disregarded in both the numerator and the denominator for purposes of determining the Percentage Interests of the Members in order to allocate such distribution.
