Optional Distributions. To the extent that funds of the Company may be available for distribution by the Company in the Board’s good faith judgment, the Board may, but is not obligated (except in the case of a distribution arising from a dissolution or liquidation described in Article XIII) to make distributions from time to time in respect of the Units, but only in the following order: (i) first, to the Class A Unitholders (pro rata among them according to their respective aggregate Unreturned Class A Capital of thir Class A Units immediately before such distribution relative to the aggregate Unreturned Class A Capital of all Class A Units outstanding immediately before such distribution) until the aggregate amount of Unreturned Class A Capital with respect to all Class A Units is reduced to zero, (ii) second, after the distributions required by Section 4.1(a)(i) have been made, to the Class B Unitholders and Class C Unitholders (pro rata among them according to the number of Class B Units and Participating Class C-l Units held by them immediately before such distribution) until the Multiple of Money Target One is achieved, (iii) third, after the Multiple of Money Target One has been achieved and the distributions required by this Section 4.1(a) through Section 4.1(a)(ii) have been made, to the Class C-2 Unitholders (pro rata among them according to the number of Class C-2 Units that vested upon achievement of the Multiple of Money Target One and are held by them immediately before such distribution) until each Class C-2 Unit that vested upon achievement of the Multiple of Money Target One receives an amount pursuant to this Section 4.1(a)(iii) equal to the amount distributed in respect of a Class B Unit pursuant to Section 4.1(a)(ii), (iv) fourth, after the distributions required by this Section 4.1(a) through Section 4.l(a)(iii) have been made, to the Class B Unitholders and Class C Unitholders (pro rata among them according to the number of Class B Units, Participating Class C-l Units and vested Class C-2 Units that vested upon achievement of the Multiple of Money Target One held by them immediately before such distribution) until the Multiple of Money Target Two is achieved, (v) fifth, after the Multiple of Money Target Two has been achieved and the distributions required by this Section 4.1(a) through Section 4.1(a)(iv) have been made, to the Class C-2 Unitholders (pro rata among them according to the number of Class C-2 Units that vested upon achievement of the Multiple of Money Target Two and are held by them immediately before such distribution) until each Class C-2 Units that vested upon achievement of the Multiple of Money Target Two receives an amount pursuant to this Section 4.1(a)(v) equal to the amount distributed in respect of a Class B Unit pursuant to Section 4.l(a)(ii), and Section 4.l(a)(iv), and
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Sources: Limited Liability Company Agreement (Ardent Health Partners, LLC), Limited Liability Company Agreement (Ardent Health Partners, LLC)