Quarterly Tax Distributions Sample Clauses

Quarterly Tax Distributions. (i) On or before each date (a “Tax Distribution Date”) that estimated income taxes are required to be paid in respect of each quarterly period, the Company shall be required to make a Distribution to each Member of cash in an amount equal to the excess of such Member’s Assumed Tax Liability, if any, for such quarterly period over the Distributions previously made to such Member pursuant to this Section 4.01(c) for such quarterly period (the “Tax Distributions”).
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Quarterly Tax Distributions. The Company shall make distributions --------------------------- of estimated Cash Available for Distribution to the Members in proportion to and to the extent of their respective Presumed Company Tax Liabilities each of the first three calendar quarters of each year. The Company may follow the procedures described in the preceding sentence with respect to the fourth calendar quarter, or at the option of the Executive Committee, the Company's accountants shall compute the exact amount of each Member's annual tax liability with respect to allocations of income and gain, loss and deduction from the Company and the Company shall distribute to each Member out of Cash Available for Distribution an amount equal to the excess (if any) of such actual tax liability over the three previous quarterly distributions of Cash Available for Distribution pursuant to this Section 12(a). Such final distribution (if applicable) shall be made to each Member on or prior to the date payment is due with respect to such actual tax liability. Any excess distribution made pursuant to this Section 12(a) shall be offset against future distributions due the Recipient pursuant to Section 12 (b) or (c).
Quarterly Tax Distributions. On or before the last day of each of March, May, August, and December of each calendar year, the Company shall distribute and each Member shall be entitled to receive an amount of Distributable Cash equal to the product of (i) the highest combined effective Federal and State of Georgia income tax rate imposed on the ordinary income of an individual or a corporation (whichever is higher) multiplied by (ii) either (a) with respect to the March and December payments, the Tax Profits, if any, allocable to such Member hereunder for the calendar quarter then ended or (b) with respect to the May and August payments, the estimated Tax Profits (based on actual results to date and anticipated future results), if any, anticipated as being allocable to such Member hereunder for the then current calendar quarter in which such date occurs. Notwithstanding the immediate preceding sentence, the Company shall not be required, except with the consent of a Supermajority in Interest in the Voting Members, to make such a distribution to the extent such distribution would require the that the Company borrow money or would result in either (i) during the first twelve (12) month period during which this Agreement remains in effect, the Cash and Cash Equivalents of the Company (including Reserves) being less than One Hundred Thousand Dollars ($100,000) or (ii) at any time after the first anniversary of the date of this Agreement, the Cash and Cash Equivalents of the Company (including Reserves) being less than Five Hundred Thousand Dollars ($500,000).
Quarterly Tax Distributions. So long as the Company is treated as a partnership for U.S. federal and state income tax purposes, the Company shall make a Distribution of cash in accordance with Section 4.1(a) within 15 days after the end of each Company Quarter, to the extent that funds are legally available therefor, in an aggregate amount which in the good faith judgment of the Board equals the product of (x) the aggregate amount of taxable income allocable to PEC Holders, CPEC Holders and Shareholders in respect of such Company Quarter, multiplied by (y) the combined maximum U.S. federal, state, and local income tax rate to be applied with respect to such taxable income (calculated by using the highest maximum combined marginal U.S. federal, state, and local income tax rates to which any PEC Holder, CPEC Holder or Shareholder may be subject and taking into account the deductibility of state income tax for federal income tax purposes) for such period (a “Tax Distribution”). All Tax Distributions made to any PEC Holder, CPEC Holder or Shareholder shall be treated for all purposes hereunder (including for purposes of Sections 4.1(a) and 4.1(c)) as an advance payment of Distributions otherwise payable pursuant to this Section 4.1.
Quarterly Tax Distributions. The Company shall, upon --------------------------- resolution of the Board of Directors, make distributions of Available Cash (if any) to the Members as soon as is practicable following the close of each of the first three calendar quarters of each calendar year in amounts equal to the Presumed Tax Liability with respect to each Member relating to such quarter (as estimated by the Board of Directors based on the results of such quarter). The Company may follow the procedures described in the preceding sentence with respect to the fourth quarter of each such calendar year, or, at the option of the Board of Directors, the Company's accountants shall compute the exact amount of the annual tax liability with respect to each Member relating to allocations of income and gain, loss and deduction from the Company and the Company shall, upon resolution of the Board of Directors, distribute to each Member out of Available Cash (if any) an amount equal to the excess (if any) of such actual tax liability over the three previous quarterly distributions of Available Cash with respect to such Member set forth above. Any amounts distributed to a Member pursuant to this Section 4.6.1 shall be treated as a dollar-for-dollar advance against the first amounts otherwise distributable to such Member pursuant to Section 4.6.2, below. "Presumed Tax Liability" means, with respect to any Member, the positive amount, if any, equal to (a) the aggregate amount of items of Company income, gain, loss, deduction, and credit (as computed for income tax purposes) allocated to the Member pursuant to this Agreement for an applicable period, multiplied by (b) the highest marginal rate (as determined by the Board of Directors) of Federal, state, local and foreign income, franchise and similar Taxes applicable to any Member in respect of such items for such period, taking into account the character of such items of income, the deductibility of state and local taxes for Federal income tax purposes and the creditability or deductibility of foreign income taxes for Federal income tax purposes.

Related to Quarterly Tax Distributions

  • 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.

  • Interim Distributions At such times as may be determined by it in its sole discretion, the Trustee shall distribute, or cause to be distributed, to the Beneficiaries, in proportion to the number of Trust Units held by each Beneficiary relating to the Trust, such cash or other property comprising a portion of the Trust Assets as the Trustee may in its sole discretion determine may be distributed without detriment to the conservation and protection of the Trust Assets in the Trust.

  • Quarterly Payments H3.15 The quarterly payment cannot be increased in cases of target over-achievement. The payments are given on cumulative outputs, in arrears, and therefore the maximum payment available will be given by the end of the Contract if the agreed (target) number of outputs is reached or exceeded.

  • Fiscal Year; Taxable Year The fiscal year and the taxable year of the Company is the calendar year.

  • Distributions of Available Cash From Operating Surplus (a) During Subordination Period. Available Cash with respect to any Quarter within the Subordination Period that is deemed to be Operating Surplus pursuant to the provisions of Section 6.3 or 6.5 shall, subject to Section 17-607 of the Delaware Act, be distributed as follows, except as otherwise contemplated by Section 5.6 in respect of other Partnership Securities issued pursuant thereto:

  • Non-Cash Distributions If the Security Agent or any other Secured Party receives a distribution in a form other than in cash in respect of any of the Liabilities, the Liabilities will not be reduced by that distribution until and except to the extent that the realisation proceeds are actually applied towards the Liabilities.

  • Operating Distributions Subject to Section 5.2, the Company shall from time to time distribute to the Member such amounts in cash and other assets as shall be determined by the Member.

  • Required Distributions Generally, when you die, designated beneficiary(ies) who are individuals may elect to deplete the Xxxx XXX by the end of the fifth calendar year following your death or to receive payments based on the designated beneficiary(ies)’s life expectancy. If life expectancy payments are elected, the payments must generally begin by December 31 of the first calendar year following your death. If your surviving spouse is your sole designated beneficiary, he or she may delay the first distribution until December 31 of the year you would have attained age 70½, if later. If your designated beneficiary is not an individual or qualified trust (e.g., a charity, your estate, etc.), your Xxxx XXX must be distributed by the end of the fifth calendar year following your death. Generally, each beneficiary may elect the timing and manner regarding the distribution of his or her portion of the Xxxx XXX. Elections must generally be made by December 31 of the year following your death. If timely elections are not made, distributions to designated beneficiaries who are individuals will be made using the life expectancy option. The default provision for designated beneficiaries that are not individuals is the 5-year method. If your beneficiary(ies) fails to withdraw the required amount in any tax year, he or she may be subject to a 50% excess accumulation penalty tax on the amount that should have been withdrawn but was not distributed. If your surviving spouse is the sole designated beneficiary of your Xxxx XXX, he/she may treat your Xxxx XXX as his or her own Xxxx XXX by redesignating your Xxxx XXX as his or her own Xxxx XXX, failing to take a required distribution as a beneficiary, or by making a contribution. Regardless of whether your spouse is your sole designated beneficiary, he or she may roll distributions from your Xxxx XXX into his or her own Xxxx XXX generally within 60 days of receipt. Additional restrictions may apply. CUSTODIAN NOT YOUR ADVISOR UMB Bank, n.a., UMB Distribution Services, LLC, Grand Distributions Services, LLC, and UMB Fund Services, Inc. expressly disclaim any right, duty, authority or responsibility to furnish legal or tax advice relating to your IRA, including but not limited to present or future tax consequences to you or others which may result from the establishment or maintenance of the Custodial Account, the permissible amounts or deductibility of contributions, the effect of withdrawals, the selection of payment options or beneficiaries, any matters pertaining to prohibited transactions, and any other matter whatsoever. You are advised and encouraged to consult with professional counsel of your own selection respecting all such matters.

  • Distributions Payable in Cash; Redemption Payments In the event that the Board of the Investment Company shall declare a distribution payable in cash, the Investment Company shall deliver to FTIS written notice of such declaration signed on behalf of the Investment Company by an officer thereof, upon which FTIS shall be entitled to rely for all purposes, certifying (i) the amount per share to be distributed, (ii) the record and payment dates for the distribution, and (iii) that all appropriate action has been taken to effect such distribution. Once the amount and validity of any dividend or redemption payments to shareholders have been determined, the Investment Company shall transfer the payment amounts from the Investment Company's accounts to an account or accounts held in the name of FTIS, as paying agent for the shareholders, in accordance with any applicable laws or regulations, and FTIS shall promptly cause payments to be made to the shareholders.

  • Distributions of Available Cash from Capital Surplus Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall be distributed, unless the provisions of Section 6.3 require otherwise, to the General Partner and the Unitholders, Pro Rata, until a hypothetical holder of a Common Unit acquired on the Closing Date has received with respect to such Common Unit distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price. Available Cash that is deemed to be Capital Surplus shall then be distributed (A) to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, a percentage equal to 100% less the General Partner’s Percentage Interest, until there has been distributed in respect of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage. Thereafter, all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

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