Common use of Distributions in Kind Clause in Contracts

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 12 contracts

Samples: Limited Liability Company Agreement (BRP Group, Inc.), Limited Liability Company Agreement (Weber Inc.), Limited Liability Company Agreement (Goosehead Insurance, Inc.)

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Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their the fair market value of such in kind distributions as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (Portillo's Inc.), Limited Liability Company Agreement (Signify Health, Inc.), Limited Liability Company Agreement (Signify Health, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (TKO Group Holdings, Inc.), Limited Liability Company Agreement (Endeavor Group Holdings, Inc.), Limited Liability Company Agreement (Endeavor Group Holdings, Inc.)

Distributions in Kind. Any distributions Distributions in kind shall be made at such times and in such amounts as the Managing MemberManager, in its sole discretion, shall determine based on their fair market value Fair Market Value as determined by the Managing Member Manager in the same proportions as if distributed in accordance with Section 5.03(b4.01(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Alvarium Tiedemann Holdings, Inc.), Limited Liability Company Agreement (Cartesian Growth Corp), Limited Liability Company Agreement (Tiedemann Michael)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section ‎Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Arog Pharmaceuticals, Inc.), Limited Liability Company Agreement (BRP Group, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value Fair Market Value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Fluence Energy, Inc.), Limited Liability Company Agreement (Fluence Energy, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b5.02(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property Property are to be distributed in kind simultaneously, the Company shall distribute such cash and property Property in kind in the same proportion to each Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Endeavor Group Holdings, Inc.), Limited Liability Company Agreement (Endeavor Group Holdings, Inc.)

Distributions in Kind. Any distributions to the Economic Members in kind shall be made at such times and in such amounts as the Managing MemberBoard, in its sole discretion, shall determine based on their fair market value value, as determined by the Managing Member Board, in the same proportions as if distributed in accordance with Section 5.03(b), with all Economic Members participating in proportion to their respective Economic Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Economic Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Bellring Brands, Inc.), Limited Liability Company Agreement (Bellring Brands, Inc.)

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Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, with the prior written consent of the BSMH Member and the GGC Member, in its sole discretioneach case, so long as such Member holds Units, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Ensemble Health Partners, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing MemberManager, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member Manager in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Vacasa, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property Property are to be distributed in kind simultaneously, the Company shall distribute such cash and property Property in kind in the same proportion to each Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Endeavor Group Holdings, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members holding LLC Units participating in proportion to their respective LLC Unit Percentage Interests. If cash and property in kind are to be distributed in kind simultaneously, then the Company shall distribute such cash and property in kind in the same proportion to each MemberMember entitled to participate in such distribution.

Appears in 1 contract

Samples: Limited Liability (Xponential Fitness, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing MemberManager, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member Manager in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Class A Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Milan Laser Inc.)

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