Distribution Threshold Sample Clauses

Distribution Threshold. Upon the issuance of any Class C Units or any other Units that the Company issued as “profits interests” for U.S. federal income tax purposes (a “Distribution Threshold Unit”), the Board shall specify the Distribution Threshold, if any, applicable to such Units and enter it into the Company’s records. The “Distribution Threshold” for any such Unit shall be equal to the amount determined by the Board in its discretion to be necessary to cause such Unit to constitute a “profits interest” for U.S. federal income tax purposes. Notwithstanding any provision of this Agreement to the contrary, in no event will the Company make any distributions under Section 3.2 in respect of a Distribution Threshold Unit unless and until the Company has already made aggregate distributions under Section 3.2 on each other Unit that is not a Distribution Threshold Unit equal to the Distribution Threshold of such Distribution Threshold Unit, taking into account only distributions thereunder since the date of issuance of such Distribution Threshold Unit, and thereafter such Distribution Threshold Unit shall be entitled only to its Sharing Percentage of excess distributions over and above its Distribution Threshold.
Sample 1
AutoNDA by SimpleDocs
Distribution Threshold. Public Funds shall not be disbursed until after Developer shall have invested in the Project all of Developer’s equity as indicated on the Financial Projections shown on Exhibit A to the Development Agreement. Prior to requesting any Public Funds pursuant to this Construction Agreement, Developer shall provide written notice to BTDC that Developer has met the Distribution Threshold, with commercially reasonable evidence thereof.
Sample 1
Distribution Threshold. The term “Distribution Threshold” shall have the meaning as set forth in the LLC Agreement.
Sample 1
Distribution Threshold. The Distribution Threshold (as defined in the LLC Agreement) for the Units is $x.xx per Unit.
Sample 1
Distribution Threshold. The Distribution Threshold applicable to the Phantom Units granted hereunder as of the date hereof is $269,438,225.66.
Sample 1
Distribution Threshold. The Securities shall have a “Distribution Threshold” for purposes of the LLC Agreement equal to (a) in the case of the Initial Units, $106,209,150, and (b) in the case of the Bonus Units, the amount that would be distributed to the members of SV Holdco under Section 9.1 of the LLC Agreement if at the time of the issuance of the Bonus Units, all of the assets of SV Holdco were sold for their respective Fair Market Values (as defined in the LLC Agreement), the liabilities of SV Holdco were paid in full and the remaining proceeds were distributed in accordance with Section 9.1 of the LLC Agreement; provided that, in the event the Subscriber disputes the determination of any such Fair Market Values as determined by the Board, the Subscriber may request that the Board obtain, and the Board shall obtain, a valuation of the assets of SV Holdco by an independent valuation consultant or appraiser of nationally recognized standing that is mutually acceptable to the Board and the Subscriber, with the valuation determined by such consultant or appraiser being binding on SV Holdco for purposes of this Section 1.5.
Sample 1
Distribution Threshold. A Class B Profits Interest Unit Award Agreement shall provide that each Class B Profits Interest Unit issued thereunder shall, subject to the other provisions of this Agreement, be entitled to share in distributions under Section 7.1(a) and Section 13.2(c)(iii) only after the aggregate amount of distributions (from and after the issuance of such Class B Profits Interest Unit) pursuant to Section 7.1(a) and Section 13.2(c)(iii) in respect of each Limited Partnership Unit issued on or prior to the date of issuance of such Class B Profits Interest Unit at least equals the applicable Distribution Threshold for such Class B Profits Interest Unit.
Sample 1
AutoNDA by SimpleDocs

Related to Distribution Threshold

  • Adjustment of Minimum Quarterly Distribution and Target Distribution Levels (a) The Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution, Third Target Distribution, Common Unit Arrearages and Cumulative Common Unit Arrearages shall be proportionately adjusted in the event of any distribution, combination or subdivision (whether effected by a distribution payable in Units or otherwise) of Units or other Partnership Securities in accordance with Section 5.10. In the event of a distribution of Available Cash that is deemed to be from Capital Surplus, the then applicable Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution and Third Target Distribution, shall be adjusted proportionately downward to equal the product obtained by multiplying the otherwise applicable Minimum Quarterly Distribution, First Target Distribution, Second Target Distribution and Third Target Distribution, as the case may be, by a fraction of which the numerator is the Unrecovered Capital of the Common Units immediately after giving effect to such distribution and of which the denominator is the Unrecovered Capital of the Common Units immediately prior to giving effect to such distribution.

  • Primary Distribution Discount Notes shall be issued and settled through the Fed Book-Entry System in same-day funds and shall be held by designated Fed Participants. After initial issue, all Discount Notes shall continue to be held by such Fed Participants in the Fed Book-Entry System unless arrangements are made for the transfer thereof to other Fed Participants. Discount Notes shall not be exchangeable for definitive Discount Notes.

  • Early Distribution Penalty Tax If you receive a Traditional IRA distribution or a nonqualified Xxxx XXX distribution before you attain age 59½, an additional early distribution penalty tax of 10 percent generally will apply to the taxable amount of the distribution unless one of the following exceptions apply. 1)

  • Contribution Allocation The Advisory Committee will allocate deferral contributions, matching contributions, qualified nonelective contributions and nonelective contributions in accordance with Section 14.06 and the elections under this Adoption Agreement Section 3.04.

  • Reallocation to a Class with a Lower Salary Range Maximum 1. If the employee meets the skills and abilities requirements of the position and chooses to remain in the reallocated position, the employee retains existing appointment status and has the right to be placed on the Employer’s internal layoff list for the classification occupied prior to the reallocation.

  • Contribution Amounts The Sellers and the Underwriters agree that it would not be just or equitable if contribution pursuant to this Section 8 were determined by pro rata allocation (even if the Underwriters were treated as one entity for such purpose) or by any other method of allocation that does not take account of the equitable considerations referred to in Section 8(h). The amount paid or payable by an indemnified party as a result of the losses, claims, damages and liabilities referred to in the immediately preceding paragraph shall be deemed to include, subject to the limitations set forth above, any legal or other expenses reasonably incurred by such indemnified party in connection with investigating or defending any such action or claim. Notwithstanding the provisions of this Section 8, no Underwriter shall be required to contribute any amount in excess of the amount by which the total price at which the Shares underwritten by it and distributed to the public were offered to the public exceeds the amount of any damages that such Underwriter has otherwise been required to pay by reason of such untrue or alleged untrue statement or omission or alleged omission. No person guilty of fraudulent misrepresentation (within the meaning of Section 11(f) of the Securities Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation. The remedies provided for in this Section 8 are not exclusive and shall not limit any rights or remedies which may otherwise be available to any indemnified party at law or in equity.

  • COSTS DISTRIBUTED THROUGH COUNTYWIDE COST ALLOCATIONS The indirect overhead and support service costs listed in Schedule A (attached) are formally approved as actual costs for the 2012-13 fiscal year and as estimated costs for the 2014-15 fiscal year on a "fixed with carry-forward" basis. These costs may be included as part of the costs of the county departments indicated effective July 1, 2014, for further allocation to federal grants and contracts performed by the respective county departments.

  • Reallocation to a Class with a Higher Salary Range Maximum Upon appointment to the higher class, the employee’s base salary will be increased to a step of the range for the new class that is nearest to five percent (5.0%) higher than the amount of the pre-promotional step, or to the entry step of the new range, whichever is higher.

  • Residual Distributions If the Liquidation Preference has been paid in full to all holders of Designated Preferred Stock and the corresponding amounts payable with respect of any other stock of the Issuer ranking equally with Designated Preferred Stock as to such distribution has been paid in full, the holders of other stock of the Issuer shall be entitled to receive all remaining assets of the Issuer (or proceeds thereof) according to their respective rights and preferences.

Time is Money Join Law Insider Premium to draft better contracts faster.