Subject Distribution definition
Examples of Subject Distribution in a sentence
The foregoing provisions shall apply to each Subject Distribution and a new Distributed Component will be created with respect to the Distributed Entity Stock distributed in each such Subject Distribution.
The determination of whether a distribution meets each of the criteria referred to in the immediately preceding sentence and is therefore a Subject Distribution shall be made by the Board of Directors of MusicCo (whose good faith determination will be conclusive).
In the event the Company fails to provide an Exercise Notice within the applicable Exercise Period or fails to negotiate with Sobini during the appropriate Negotiation Period, Sobini shall have the right to dispose of the Subject Distribution Rights with respect to a Qualifying Picture without any further obligation to the Company.
The determination of whether any combination of distributions would constitute a Subject Distribution pursuant to the immediately preceding sentence shall be made by the Board of Directors of MusicCo (whose good faith determination will be conclusive) on the basis of the Distribution Values of such distributions and the Undistributed Value of MusicCo calculated in each case immediately prior to the time the first of such distributions was made.
The rights as to which the Company has the Right of First Refusal set forth in this Section 8(a) shall be referred to herein as "Subject Distribution Rights".
If, at the time of any Subject Distribution, LBI Guidance has not been received, but LBIE has appointed a Withholding Agent, the LBI Trustee will not withhold US Withholding Taxes from such Subject Distribution, but shall make such Subject Distribution pursuant to this Agreement to the Withholding Agent free of any withholding or deduction on account of US Withholding Taxes.
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”).