Distributions to ECI Sample Clauses


Distributions to ECI. The Managing Member, in its sole discretion, may authorize that cash be distributed to any member of the ECI Group (which distribution shall be made without pro rata distributions to the other Members) in exchange for the redemption, repurchase or other acquisition of Common Units (or other Equity Securities of the Company) held by such member of the ECI Group, where the redemption proceeds are to be used by ECI to acquire shares of its outstanding Class A Common Stock (or other Equity Securities of ECI) in accordance with Section 2.1. In addition, in the event that any payment or reimbursement by the Company of any costs, fees, operating expenses or other expenses of the Managing Member pursuant to Section 5.7 is characterized for any purpose as a distribution by the Company to the Managing Member, the Members agree and acknowledge that such distribution shall be made without pro rata distributions to the other Members. For the avoidance of doubt, distributions under this Section 3.4 may not be used to pay or facilitate dividends or distributions on the Class A Common Stock or other Equity Securities of ECI (other than distributions in redemption of Class A Common Stock or other Equity Securities of ECI in accordance with Section 2.1).