Return of Excess Distributions Sample Clauses

Return of Excess Distributions. Within 90 days after the end of each year, each General Partner shall return to the Partnership any amount it receives for such year that is in excess of its share of the sum of the cumulative undistributed Profits as of the end of the preceding year and the Profits for such year.
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Return of Excess Distributions. If at any time during the Term it is determined that dividends have been paid by the SLC in breach of Clause 6.10.5.2 (Payments to Parent) of the Site M&O Contract, then the Parent Body Organisation will repay any dividends paid in breach to the Authority or SLC (as the Authority may direct). Any payment will be on the basis that the tax effect of the payment does not put the Authority and/or SLC in any worse position than it would have been in if the excess dividends had never been paid.
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Return of Excess Distributions. (a) Notwithstanding paragraphs 7.3 and 10.4, upon liquidation of the Partnership pursuant to this Article 10, the General Partner shall be required to pay back to the Partnership the amount by which the cumulative net distributions received by the General Partner over the life of the Partnership (excluding amounts received by the General Partner in respect of its Partnership Percentage and amounts returned to the Partnership by the General Partner pursuant to paragraph 4.2(d)(ii) prior to final liquidation of the Partnership) exceeds the sum of the aggregate allocations of net profits minus the aggregate allocations of net losses and expenses made to the General Partner in respect of its “carried interest”; provided, however, that the amount of repayment described in this paragraph 10.5 shall be limited to the cumulative net distributions received by the General Partner over the life of the Partnership (excluding amounts received by the General Partner in respect of its Partnership Percentage and amounts returned to the Partnership by the General Partner pursuant to paragraph 4.2(d)(ii) prior to final liquidation of the Partnership) reduced by the federal and state income taxes payable on such excess amount by the members of the General Partner (assuming for this purpose that all in kind distributions were immediately sold upon receipt and such taxes were paid at the Applicable Tax Rate).
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Return of Excess Distributions. (a) Notwithstanding Sections 7.3 and 10.4, upon liquidation of the Partnership pursuant to this Article 10, the General Partner shall be required to pay back to the Partnership any Tax Adjusted Excess Distributions. The “
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Return of Excess Distributions. The Members acknowledge and agree that the relative rights and preferences of the Members with respect to distributions made pursuant to Section 5.1 are intended to be measured with respect to the total amount of Capital Contributions and distributions made over the term of the Company’s existence. Therefore, prior to making any distribution pursuant to Section 5.1 (other than any distribution pursuant to paragraph 1.02 of Exhibit 5.1, but including any distribution of proceeds following a Monetization Event) (the “Subject Distribution”), the Board of Managers shall determine the sum of (i) the cumulative amount of all distributions previously made by the Company to all Members and (ii) the aggregate amount of the Subject Distribution (collectively, the “Aggregate Distribution Amount”). The Board of Managers shall then determine for each Class B Unitholder such Class B Unitholder’s share of the Aggregate Distribution Amount by applying the provisions of Section 5.1 (the “Intended Distribution Amount”). If the Board of Managers determines that the cumulative amount of distributions previously made by the Company to a Class B Unitholder (or such Class B Unitholder’s predecessor in interest, as applicable) pursuant to Section 5.1 and the amount of the Subject Distribution anticipated to be made to such Class B Unitholder exceeds the Intended Distribution Amount of such Class B Unitholder (together with such Class B Unitholder’s predecessor in interest, as applicable) (such excess, the “Excess Distribution Amount”), the Board of Managers shall reduce the amount of the Subject Distribution to be distributed to such Class B Unitholder in an amount equal to the Excess Distribution Amount for such Class B Unitholder, or to the extent necessary with respect to any Subject Distribution being made in connection with a Liquidation Event, require the Class B Unitholder to make a payment to the Company of an amount not to exceed such Excess Distribution Amount. Any portion of a Class B Unitholder’s Excess Distribution Amount withheld from a Class B Unitholder or contributed by a Class B Unitholder to the Company pursuant to this Section 5.5 shall be distributed to the other Members in connection with the Subject Distribution in accordance with Section 5.1. If any Class B Unitholder receives any payment or distribution in connection with a Subject Distribution that should have otherwise been included in such Class B Unitholder’s Excess Distribution Amount payable or dist...
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Return of Excess Distributions. The amount of any distributions that are made to a Member with respect to interests of the LLC that are subsequently forfeited to or repurchased by the LLC pursuant to any Equity Agreement with the LLC shall be offset against future distributions to be paid to such Member. In the event that the Board determines that the amount of future distributions could be insufficient to offset fully the excess distribution, such Member (including any former Member) shall immediately refund the remaining amount of the excess distribution to the LLC on demand. Any Member that fails to refund to the LLC any amount required to be paid to the LLC under this Section shall pay (a) interest on such amount at an annual rate equal to the prime rate (as reported in the Wall Street Journal) plus 3% and (b) the LLC’s costs of collection (including reasonable attorneys’ fees).
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Related to Return of Excess Distributions

  • 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.

  • Dividends, Distributions, Etc If, prior to irrevocable repayment in full in cash of the Obligations, the Pledgor shall receive any certificate (including, without limitation, any certificate representing a dividend or a distribution in connection with any reclassification, increase or reduction of capital, or issued in connection with any reorganization, merger or consolidation), or any options or rights, whether as an addition to, in substitution for, or in exchange for any of the Pledged Interests or otherwise, such Pledgor agrees, in each case, to accept the same as Pledgee’s agent and to hold the same in trust for Pledgee, and to deliver the same promptly (but in any event within five days) to Pledgee in the exact form received, with the endorsement of such Pledgor when necessary and/or with appropriate undated assignments separate from certificates or stock powers duly executed in blank, to be held by Pledgee subject to the terms hereof, as additional Pledged Collateral. The Pledgor shall promptly deliver to Pledgee (i) a Pledge Addendum with respect to such additional certificates, and (ii) any financing statements or amendments to financing statements as requested by Pledgee. The Pledgor hereby authorizes Pledgee to attach each such Pledge Addendum to this Agreement. Except as provided in Section 5(b) below, all sums of money and property so paid or distributed in respect of the Pledged Interests which are received by the Pledgor shall, until paid or delivered to Pledgee, be held by Pledgor in trust as additional Pledged Collateral.

  • Pro Rata Distributions During such time as this Warrant is outstanding, if the Company shall declare or make any dividend or other distribution of its assets (or rights to acquire its assets) to holders of shares of Common Stock, by way of return of capital or otherwise (including, without limitation, any distribution of cash, stock or other securities, property or options by way of a dividend, spin off, reclassification, corporate rearrangement, scheme of arrangement or other similar transaction) (a “Distribution”), at any time after the issuance of this Warrant, then, in each such case, the Holder shall be entitled to participate in such Distribution to the same extent that the Holder would have participated therein if the Holder had held the number of shares of Common Stock acquirable upon complete exercise of this Warrant (without regard to any limitations on exercise hereof, including without limitation, the Beneficial Ownership Limitation) immediately before the date of which a record is taken for such Distribution, or, if no such record is taken, the date as of which the record holders of shares of Common Stock are to be determined for the participation in such Distribution (provided, however, that, to the extent that the Holder’s right to participate in any such Distribution would result in the Holder exceeding the Beneficial Ownership Limitation, then the Holder shall not be entitled to participate in such Distribution to such extent (or in the beneficial ownership of any shares of Common Stock as a result of such Distribution to such extent) and the portion of such Distribution shall be held in abeyance for the benefit of the Holder until such time, if ever, as its right thereto would not result in the Holder exceeding the Beneficial Ownership Limitation).

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