Distribution of Net Cash Flow Clause Samples
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Distribution of Net Cash Flow. (a) Operating Cash Flow, if any, shall be applied and distributed on a quarterly basis in the following order of priority:
(i) First, to Campus Crest to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Campus Crest Guaranty Loans made by Campus Crest pursuant to Section 3.10(a) (interest on such loans being paid prior to principal);
(ii) Second, to the Members in proportion to and to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Necessary Cost Loans made by the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal);
(iii) Third, to the Developer and the Campus Crest Guarantor, as applicable, to the extent of the Pooled Reimbursement Amount that has not been previously reimbursed, if any, as set forth in Section 3.4(b)(ii);
(iv) Fourth, to the Members, pro rata, in proportion to and in accordance with their respective Participating Percentages, until HSRE has received cumulative Distributions constituting an 11% Cash on Cash Return (not taking into account any loans made by HSRE and payments received thereon);
(v) Fifth, seventy percent (70%) to HSRE and thirty percent (30%) to Campus Crest, until HSRE has received cumulative Distributions constituting a 15% Cash on Cash Return (not taking into account any loans made by HSRE and payments received thereon); and
(vi) Thereafter, the balance, fifty percent (50%) to HSRE and fifty percent (50%) to Campus Crest.
(b) Capital Proceeds, if any, shall be applied and distributed in the following order of priority:
(i) First, to Campus Crest to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Campus Crest Guaranty Loans made by Campus Crest pursuant to Section 3.10(a) (interest on such loans being paid prior to principal);
(ii) Second, to the Members in proportion to and to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Necessary Cost Loans made by the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal);
(iii) Third, to the Members, pro rata, in proportion to and to the extent of the Net Invested Capital balances of such Member;
(iv) Fourth, to the Members, pro rata, in proportion to and in accordance with their respective Participating Percentages, until HSRE has received cumulative Distributions constituting an eleven percent (11%) Internal Rate of Return (not taki...
Distribution of Net Cash Flow. The Net Cash Flow for each month (other than Net Cash Flow arising in connection with the liquidation of the Company, which Net Cash Flow shall be distributed as provided in Section 10.3 hereof) shall be distributed monthly by the 20th day of each calendar month for Net Cash Flow through the end of the previous month, unless the Members otherwise agree in writing. All such distributions of Net Cash Flow shall be distributed to the Members in accordance with their Allocation Interests as of the close of the period with respect to which the Net Cash Flow is being distributed.
Distribution of Net Cash Flow. Net Cash Flow of the Partnership, if any, shall be distributed to and among the Partners as follows:
(a) If such Net Cash Flow has not arisen pursuant to a Liquidation of the Partnership, such Net Cash Flow shall be distributed to and among the Partners in accordance with their respective Percentage Interests; or
(b) If such Net Cash Flow has arisen pursuant to a Liquidation of the Partnership, such Net Cash Flow shall be distributed to and among the Partners having positive balances in their Capital Accounts (after any and all allocations of Profits and Losses and prior distributions are reflected in such Capital Accounts), in proportion to and to the extent of such positive balances. Net Cash Flow shall be distributed to the Partners in such amounts and at such intervals as the General Partner, in its sole discretion, may determine, but no less frequently than quarterly. With respect to each and every distribution of Net Cash Flow to the Partners hereunder, the General Partner shall distribute such Net Cash Flow only to those Partners who are Partners on the Partnership Record Date and whose Partnership Units were outstanding during the period to which such distribution relates and, with respect to those Partners who were issued additional Partnership Units during such period, the General Partner shall distribute Net Cash Flow (i) on a pro-rated basis based upon the number of days during such period that such Partners held such additional Partnership Units or (ii) on such other reasonable basis as determined by the General Partner in its sole discretion; provided, however, in no event may a Partner receive a distribution of Net Cash Flow with respect to any particular Partnership Unit if such Partner is entitled to receive a distribution out of such Net Cash Flow with respect to one or more shares of Common Stock for which such Partnership Unit has been redeemed. Notwithstanding the foregoing, the General Partner shall take such reasonable efforts, as determined by it in its sole and absolute discretion and consistent with its qualification as a REIT, to cause the Partnership to distribute sufficient amounts to enable the General Partner to pay stockholder dividends that will (i) satisfy the REIT Requirements and (ii) avoid any federal income or excise tax liability of the General Partner.
Distribution of Net Cash Flow. Except to the extent prohibited by any other agreement to which the Trust is a party or is otherwise bound, Net Cash Flow on each Distribution Date shall be distributed on such Distribution Date to each Owner in an amount equal to (i) the Profit allocated to such Owner under this Article VII and not previously distributed to such Owner less (ii) the amount of Losses allocated to such Owner to the extent such Losses were not applied in reduction of the amount of any previous distribution of Net Cash Flow to such Owner. All payments to be made under this Agreement by the Owner Trustee shall be made only from the income and proceeds of the Trust Property and only to the extent the Owner Trustee has received such income or proceeds.
Distribution of Net Cash Flow. The General Partner shall cause the Partnership to distribute all or a portion of Net Cash Flow to the Partners from time to time as determined by the General Partner, but in any event not less frequently than quarterly, in such amounts as the General Partner shall determine. Notwithstanding the foregoing, the General Partner shall use its reasonable efforts to cause the Partnership to distribute sufficient amounts to enable the General Partner to pay shareholder dividends that will (a) satisfy the requirements for qualifying as a REIT under the Code and Regulations ("REIT REQUIREMENTS"), and (b) avoid any federal income or excise tax liability of the General Partner. All amounts withheld pursuant to the Code or a provision of any state or local tax law with respect to any allocation, payment or distribution to the General Partner or any Limited Partner shall be treated as amounts distributed to such Partner. Upon the receipt by the General Partner of each Exercise Notice pursuant to which one or more Redemption Partners exercise Redemption Rights in accordance with the provisions of ARTICLE IX and the Redemption Rights Exhibit, the General Partner shall, unless the General Partner has elected to issue only Shares to such Redemption Partners in respect of the Purchase Price of the Offer Interests, cause the Partnership to distribute to the Partners, PRO RATA in accordance with their respective Percentage Interests as of the date of delivery of such Exercise Notice, all (or such lesser portion as the General Partner shall reasonably determine to be prudent under the circumstances) of Net Cash Flow, which distribution shall be made prior to the closing of the redemption or purchase and sale of the Offered Interests specified in such Exercise Notice. Subject to any restrictions or limitations imposed by the Debt Instruments or Section 17-607 of the Act, distributions shall be made in accordance with the following order of priority:
(a) First, semi-annual distributions to the General Partner with respect to the Preferred Units in an amount equal to the cumulative and unpaid Preferred Return on such Preferred Units in such a way as to allow the General Partner to pay interest and any additional amounts on the Convertible Subordinated Debentures payable to the holders thereof;
(b) Second, to the General Partner with respect to the Series A Preferred Units in an amount equal to the cumulative and unpaid Series A Preferred Return on such Series A Preferred Units i...
Distribution of Net Cash Flow. Net Cash Flow shall be distributed among the Partners in accordance with their Partnership Percentages at such times and in such amounts as shall be determined by the General Partner.
Distribution of Net Cash Flow. Subject to Section 9.4 of this Agreement, the Managers may, in their sole discretion, distribute Net Cash Flow among the Members in proportion to the Company Interests.
Distribution of Net Cash Flow. Net Cash Flow shall be distributed to the Member upon receipt by the Company.
Distribution of Net Cash Flow. (a) For all purposes of this Agreement, the term "Net, Cash Flow" for any calendar year or fraction of a calendar year, shall mean the excess, if any, of (1) the sum of (A) the net income of the Partnership for such calendar year or fraction thereof, plus (B) any funds previously set aside as reserves by the General Partner to the extent that it no longer reasonably regards such reserves as necessary in the efficient control of the Partnership business, over (2) the sum of (A) all amounts payable in such calendar year or fraction thereof on account of the amortization (i.e. principal payments) of any debts of the Partnership (including, without limitation loans secured by mortgages on the Project) other than repayments out of the proceeds of any Capital Transaction (as defined in Section 6.3), plus (B) the amount of any funds set aside as reserves or used for capital expenditures by the General Partner plus (C) any other cash expenditures which have not been deducted in determining net income of the Partnership.
(b) Net Cash Flow shall not include the net proceeds from any Capital Transaction.
(c) The Net Cash Flow of the Partnership for each calendar year or fraction thereof shall be distributed to the Partners in proportion to their respective Partnership Interests as shown on Schedule I.
Distribution of Net Cash Flow. The Net Cash Flow for each calendar quarter shall be distributed to the Partners on or before the 10th day following the end of each calendar quarter as follows: 1% to the Developer Partner and 99% to the Limited Partner.