No Tax Distributions on Liquidation Sample Clauses

No Tax Distributions on Liquidation. No Tax Distributions shall be made in connection with a Liquidating Event or the liquidation of a Member’s Units in the Company.
Sample 1Sample 2Sample 3See All (13)
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No Tax Distributions on Liquidation. No Tax Distributions shall be made in connection with the liquidation of the Partnership.
Sample 1Sample 2Sample 3See All (6)
No Tax Distributions on Liquidation. No Tax Distributions shall be made in connection with a Liquidating Event or the liquidation of a Member’s Units in the Company. 2 The parties have agreed in principle to incorporate a cash and/or exchange ratio true-up mechanism in the event one or more Exchanging Holder(s) engage in Exchange transaction(s) during a period when one or more parties have received a cumulative net disproportionate (non-pro rata) Tax Distribution under the above provision. Such true-up mechanism is intended to eliminate any material economic impact of the net non-pro rata Tax Distribution via cash payments to or from the Exchanging Holder and/or by adjusting the exchange ratio of the Exchanging Holder up or down based on the then current fair market value of the publicly traded shares, each in an amount necessary to offset the impact of the net non-pro rata Tax Distribution. Whether such true-up is effectuated in cash and/or an adjustment to the exchange ratio shall be at the discretion of the Exchanging Holder. Such payments and/or adjustments would be in favor of the Manager or the Exchanging Holder(s) as necessary depending on which party had previously received a net Tax Distribution in excess of the amount it would have received on a purely pro rata basis. The parties will work together in good faith between signing and closing on specific language to implement the agreed principles.
Sample 1Sample 2
No Tax Distributions on Liquidation. No Tax Distributions shall be made in connection with a Liquidating Event or the liquidation, Redemption, or Conversion of a Member’s Units in the Company. For the avoidance of doubt, no Tax Distributions shall be made with respect to Class B Units received in connection with the Conversion of Preferred Units.
Sample 1

Related to No Tax Distributions on Liquidation

  • Tax Distributions (i) With respect to each Fiscal Year, to the extent the Company has available cash for distribution by the Company under the Delaware Act and subject to 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 subject to the retention and establishment of reserves, or payment to third parties, of such funds as the Manager deems necessary or desirable in its sole discretion with respect to the reasonable needs and obligations of the Company or any of its Subsidiaries, the Company shall, to the extent permitted by applicable Law, make cash distributions (“Tax Distributions”) to each Member in accordance with, and to the extent of, such Member’s Assumed Tax Liability. Tax Distributions pursuant to this Section 4.01(b)(i) shall be estimated by the Company on a quarterly basis and, to the extent feasible, shall be distributed to the Members on a quarterly basis on or prior to April 15th, June 15th, September 15th and January 15th (of the succeeding year) (or such other dates for which individuals or corporations (whichever is earlier) are required to make quarterly estimated tax payments for U.S. federal income tax purposes) (each, a “Quarterly Tax Distribution”), provided, that the foregoing shall not restrict the Company from making a Tax Distribution on any other date. Quarterly Tax Distributions shall take into account the estimated taxable income or loss of the Company for the Fiscal Year through the end of the relevant quarterly period. A final accounting for Tax Distributions shall be made for each Fiscal Year after the allocation of the Company’s actual net taxable income or loss has been determined and any shortfall in the amount of Tax Distributions a Member received for such Fiscal Year based on such final accounting shall promptly be distributed to such Member.

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