Distributions Allocations Sample Clauses
Distributions Allocations. With respect to the first four full Quarters following the date hereof, and the partial Quarter immediately following the date hereof (which partial Quarter will be the Quarter ending June 30, 2013), a Holder shall be entitled to receive on any Distribution Payment Date, distributions payable in a number of additional Preferred Units equal to (i) the Distribution Rate divided by the Distribution VWAP, multiplied by (ii) the number of Preferred Units held by such Holder prior to such distribution (the “Preferred PIK Distributions”). Thereafter, a Holder shall be entitled to receive on any Distribution Payment Date a distribution payable, in the sole discretion of the General Partner, (i) in cash in an amount equal to the Distribution Rate (“Preferred Cash Distributions”), (ii) in a number of additional Preferred Units equal to the Preferred PIK Distribution (the Preferred PIK Distribution, together with the Preferred Cash Distributions, the “Preferred Distributions”) or (iii) any combination of Preferred PIK Distributions and Preferred Cash Distributions that in the aggregate provides the Holder a distribution with a value in cash plus Preferred Units equal to the Distribution Rate, prior to any other distributions pursuant to Sections 6.4 or 6.5 of the Limited Partnership Agreement in respect of Junior Units. Preferred Distributions shall be paid in any Quarter on the same date as the distribution payment date for Common Units, and the Record Dates for distributions on the Preferred Units and Common Units shall be the same; provided, that if no distribution is paid with respect to the Common Units for any Quarter, the distribution payment date for the Preferred Units shall be set by the General Partner to be a date no later than the 45th day following the end of such Quarter (the date distributions are paid on the Preferred Units, as set forth above, a “Distribution Payment Date”). If the Partnership fails to pay in full any Preferred Distribution (or portion thereof), then (x) the General Partner shall cause the Partnership to pay such unpaid Preferred Distribution at such time and with such special Record Date as it may select and (y) the Partnership shall not be permitted to, and shall not, make any distributions in respect of any Junior Units unless and until all unpaid Preferred Distributions have been paid in full. No interest shall accrue or be paid with respect to any unpaid distribution to the Holders of Preferred Units.
Distributions Allocations.
14.1 General.
14.1.1 Subject to Section 14.1.2, the General Partner may cause the Fund to make distributions of cash, securities and other property to the Partners at any time and from time to time in the manner described in this Agreement. Except as otherwise provided herein, Distributable Proceeds comprised of Temporary Investment Income shall generally be distributed on an [annual] basis and Distributable Proceeds other than Temporary Investment Income shall be distributed as soon as practicable after receipt by the Fund but in all events within [forty-five (45)] days of receipt by the Fund.
14.1.2 Notwithstanding anything to the contrary provided herein, neither the Fund nor the General Partner on behalf of the Fund shall be required to make a distribution to any Partner on account of its interest in the Fund to the extent such distribution would violate any applicable law.
Distributions Allocations. Distributions of cash or other assets of the Company shall be made at such time and in such amounts as the Sole Member may determine. Such distributions shall be allocated to the Sole Member in the same proportion as its then capital account balance.
Distributions Allocations. ACTIVE/84645397.12
(a) The holder of the Award LTIP Units shall be entitled to receive distributions with respect to such Award LTIP Units to the extent provided for in the Partnership Agreement for FV LTIP Units; provided that (a) the FV LTIP Full Participation Date (as defined in the Partnership Agreement) with respect to Award LTIP Units shall be the Valuation Date; and (b) the FV LTIP Fraction (as defined in the Partnership Agreement) with respect to the Award LTIP Units shall be one-tenth (10%) until the date as of which such Award LTIP Unit is earned pursuant to Sections 3, 4, 5 or 6 above and, if such Unit is earned, one (1) after such date.
(b) As of the date on which any Award LTIP Unit is earned pursuant to the calculations provided in Section 7(a) above, the Committee shall determine the number of additional Award LTIP Units that would have accumulated if the Participant had received all distributions paid by the Partnership with respect to earned Award LTIP Units determined pursuant to Section 7(a) above, reduced by the distributions actually paid with respect to the Award LTIP Units in accordance with Section 10(a) above, and such distributions had been reinvested in Common Units (“Distribution Catch-Up LTIP Units”). Distribution Catch-Up LTIP Units will be earned and vested as of the Valuation Date and shall be determined as follows:
(i) For each distribution declared and paid on Common Units with a record date after the Effective Date and prior to the Valuation Date (excluding distributions paid in the form of additional Common Units unless adjustment is otherwise made pursuant to Section 12 below), calculate the following number of additional Award LTIP Units: Where: W = The aggregate number of Award LTIP Units earned pursuant to Sections 3, 4, 5 and 6 above; Y = 90% of the applicable per Common Unit distribution; and Z = The Fair Market Value of a share of Common Stock on the applicable record date multiplied by the Conversion Factor.
(ii) Add all the amounts calculated pursuant to clause (i) above together. If, upon the performance of the calculations set forth in this Section 10(b), the total number of Award LTIP Units that have been earned is greater than the number of Award LTIP ACTIVE/84645397.12 Units previously issued to the Participant, then: (A) the Company shall cause the Partnership to issue to the Participant, as of the Valuation Date, a number of additional FV LTIP Units equal to the difference; (B) such additional FV LTIP Uni...
Distributions Allocations. Subject to Section 14.1(b) (General.), the General Partner may cause the Fund to make distributions of cash, securities and other property to the Partners at any time and from time to time in the manner described in this Agreement. Distributable Proceeds comprised of Temporary Investment Income shall generally be distributed on an [annual] basis and Distributable Proceeds other than Temporary Investment Income shall be distributed as soon as practicable after receipt by the Fund but in all events within [45] days of receipt by the Fund.127 Neither the Fund nor the General Partner on behalf of the Fund shall make a distribution to any Partner on account of its interest in the Fund to the extent such distribution would violate any applicable law. Each distribution shall be accompanied by a distribution notice including at least a description of the source and nature of the Distributable Proceeds, the calculation of the amount being distributed including Carried Interest, and any amounts that increase Remaining Commitments pursuant to Section 6.4 (Reinvestment.).
Distributions Allocations. The holder of the Award LTIP Units shall be entitled to receive distributions with respect to such Award LTIP Units to the extent provided for in the Partnership Agreement; provided, that the Distribution Participation Date (as defined in the Partnership Agreement) with respect to any Award LTIP Unit shall be the date as of which such Award LTIP Unit is earned pursuant to Section 3 hereof. The Distribution Measurement Date (as defined in Exhibit F to the Partnership Agreement) with respect to the Award LTIP Units shall be the Effective Date and all of the Award LTIP Units granted pursuant to the Agreement shall be deemed to have been issued as part of the Same Award (as defined in Exhibit F to the Partnership Agreement). The Special LTIP Unit Sharing Percentage (as defined in the Partnership Agreement) with respect to each Award LTIP Unit shall be 10% prior to the Distribution Participation Date with respect to such Award LTIP Unit.
Distributions Allocations. The assets of the Company on winding-up shall be applied first to the expenses of the winding-up, and thereafter all of the remaining assets of the Company shall be distributed in the following order:
(a) first, to creditors of the Company, including any Unit Holder who is also a creditor (by virtue of any Member Loan or otherwise), in the order of priority as provided by law;
(b) next, to the setting up of such reserves as the Person required or authorized by law to wind up the Company’s affairs may reasonably deem necessary or appropriate for any disputed, contingent or unforeseen liabilities or obligations of the Company, provided that any such reserves shall be paid over by such Person to an independent escrow agent, to be held by such agent or its successor for such period as such Person shall deem advisable for the purpose of applying such reserves to the payment of such liabilities or obligations and, at the expiration of such period, the balance of such reserves, if any, shall be distributed as hereinafter provided;
(c) finally, the remaining balance, if any, to the Unit Holders in accordance with Section 5.02.
Distributions Allocations. Subject to the prior rights of the Company's creditors, including but not limited to any loan agreement or indenture to which the Company is a party, distributions of cash or other assets of the Company shall be made at such time and in such amounts as the Members acting unanimously may determine. Distributions shall be made to (and profits and losses shall be allocated among) Members pro rata in accordance with the amount of their respective capital contributions to the Company as set forth on Schedule I hereto.
Distributions Allocations. 30 6.1. Requirement and Characterization of Distributions..............30 6.2. Withholding....................................................31 6.3.
Distributions Allocations. Regular Distributions 23