Common use of Interim Distributions Clause in Contracts

Interim Distributions. (a) On January 5, 2021, before 9:00 a.m. EST, the Managing Member shall cause the Company to make a distribution to the Preferred Equity Member in an amount equal to the sum of (i) 100% of the balance of the Preferred Equity Account as of the close of business on December 31, 2020 (other than to the extent any such balance is invested in the Non-Marketable Security Account), plus (ii) 100% of the balance of the Non-Marketable Security Account as of the close of business on December 31, 2020, minus (iii) the aggregate principal amount of all MLSA Loans outstanding or committed to be funded by the Company as of the close of business on December 31, 2020. On or before December 29, 2020, the Preferred Equity Member shall provide written instructions to the Managing Member specifying the account or accounts where such distribution shall be transferred. The Managing Member shall provide the Preferred Equity Member with the following: (i) On December 29, 2020, estimates of (A) the aggregate principal amount of all MLSA Loans outstanding or committed to be funded by the Company as of the close of business on December 31, 2020, and (B) the total amount to be distributed as described above; (ii) On January 4, 2021, before 10:00 a.m. EST, (A) the aggregate principal amount of all MLSA Loans outstanding or committed to be funded by the Company as of the close of business on December 31, 2020, and (B) the actual total amount to be distributed as described above. (b) Following any distribution to the Preferred Equity Member under Section 14(a) above, Schedule A shall be updated accordingly. (c) Other than as specified in Sections 13, 14(a), or 19, no Member shall be entitled to distributions from the Assets in respect of their Member Interests, it being understood that payments of fees, reimbursement of expenses, repayment of principal and interest under the Credit Agreement and other payments to FRBNY contemplated by the Operative Documents will not be deemed distributions in respect of its Membership Interest.

Interim Distributions. (a) On January 5, 2021, before 9:00 a.m. EST, the Managing Member shall cause the Company to make a distribution to the Preferred Equity Member in an amount equal to the sum of (i) 100% of the balance of the Preferred Equity Account as of the close of business on December 31, 2020 (other than to the extent any such balance is invested in the Non-Marketable Security Account), plus (ii) 100% of the balance of the Non-Marketable Security Account as of the close of business on December 31, 2020, minus plus (iii) 57.34767025% of the aggregate principal amount cash balance of All Other Accounts as of the close of business on December 31, 2020 (as estimated and provided on December 28, 2020), minus (iv) the aggregate purchase price of all MLSA Loans outstanding CCF Eligible Assets held or committed to be funded purchased by the Company as of the close of business on December 31, 2020. On or before December 29, 2020, the Preferred Equity Member shall provide written instructions to the Managing Member specifying the account or accounts where such distribution shall be transferred. The Managing Member shall provide the Preferred Equity Member with the following: (i) On December 29, 2020, estimates of (A) the aggregate principal amount purchase price of all MLSA Loans outstanding CCF Eligible Assets held or committed to be funded purchased by the Company as of the close of business on December 31, 2020, and (B) the total amount to be distributed as described above; (ii) On January 4, 2021, before 10:00 a.m. EST, (A) the aggregate principal amount purchase price of all MLSA Loans outstanding CCF Eligible Assets held or committed to be funded purchased by the Company as of the close of business on December 31, 2020, and (B) the actual total amount to be distributed as described above. (b) Following any distribution to the Preferred Equity Member under Section 14(a) above, Schedule A shall be updated accordingly. (c) Other than as specified in Sections 13, 14(a), or 19, no Member shall be entitled to distributions from the Assets in respect of their Member Interests, it being understood that payments of fees, reimbursement of expenses, repayment of principal and interest under the Credit Agreement and other payments to FRBNY contemplated by the Operative Documents will not be deemed distributions in respect of its Membership Interest.

Interim Distributions. (a) On January 5, 2021, before 9:00 a.m. EST, the Managing Member shall cause the Company to make a distribution to the Preferred Equity Member in an amount equal to the sum of (i) 100% of the balance of the Preferred Equity Account as of the close of business on December 31, 2020 (other than to the extent any such balance is invested in the Non-Non- Marketable Security Account), plus (ii) 100% of the balance of the Non-Marketable Security Account as of the close of business on December 31, 2020, minus (iii) the aggregate principal amount purchase price of all MLSA Loans outstanding Eligible Assets held or committed to be funded purchased by the Company as of the close of business on December 31, 2020. On or before December 29, 2020, the Preferred Equity Member shall provide written instructions to the Managing Member specifying the account or accounts where such distribution shall be transferred. The Managing Member shall provide the Preferred Equity Member with the following: (i) On December 29, 2020, estimates of (A) the aggregate principal amount purchase price of all MLSA Loans outstanding Eligible Assets held or committed to be funded purchased by the Company as of the close of business on December 31, 2020, and (B) the total amount to be distributed as described above; (ii) On January 4, 2021, before 10:00 a.m. EST, (A) the aggregate principal amount purchase price of all MLSA Loans outstanding Eligible Assets held or committed to be funded purchased by the Company as of the close of business on December 31, 2020, and (B) the actual total amount to be distributed as described above. (b) Following any distribution to the Preferred Equity Member under Section 14(a) above, Schedule A shall be updated accordingly. (c) Other than as specified in Sections 13, 14(a), or 19, no Member shall be entitled to distributions from the Assets in respect of their Member Interests, it being understood that payments of fees, reimbursement of expenses, repayment of principal and interest under the Credit Agreement and other payments to FRBNY contemplated by the Operative Documents will not be deemed distributions in respect of its Membership Interest.

Interim Distributions. (a) On January 58, 2021, before 9:00 a.m. EST, the Managing Member shall cause the Company to make a distribution to the Preferred Equity Member in an amount equal to the sum of (i) 100% of the balance of the Preferred Equity Account as of the close of business on December 31January 8, 2020 2021 (as estimated on January 7, 2021) (other than to the extent any such balance is invested in the Non-Marketable Security Account), plus (ii) 100% of the balance of the Non-Marketable Security Account as of the close of business on December 31January 8, 20202021 (as estimated on January 7, 2021), minus (iii) the aggregate principal amount purchase price of all MLSA Loans outstanding Participations held or committed to be funded by for which the Company has issued a commitment letter and received a Funding Notice (as of defined in the close of business relevant commitment letter) by 11:59 p.m. EST on December 31January 6, 20202021. On or before December 29January 6, 20202021, the Preferred Equity Member shall provide written instructions to the Managing Member specifying the account or accounts where such distribution shall be transferred. The Managing Member shall provide the Preferred Equity Member with the following: (i) On December 29January 6, 20202021, estimates of before 1:00 p.m. EST, (A) an estimate of the aggregate principal amount purchase price of all MLSA Loans outstanding Participations held or expected to be held and committed to be funded purchased by the Company as of the close of business on December 31January 8, 20202021, and (B) an estimate of the total amount to be distributed as described above; (ii) On January 47, 2021, before 10:00 a.m. 7:00 p.m. EST, (A) the aggregate principal amount purchase price of all MLSA Loans outstanding Participations held or committed to be funded by for which the Company as of the close of business has issued a commitment letter and received a Funding Notice by 11:59 p.m. EST on December 31January 6, 20202021, and (B) the actual total amount to be distributed as described above; and (iii) On January 11, 2021, (A) the actual aggregate purchase price of all Participations held by the Company as of the close of business on January 8, 2021, and (B) the Preferred Equity Account balance as of the close of business on January 8, 2021. (b) Following any distribution to the Preferred Equity Member under Section 14(a) above, Schedule A shall be updated accordingly. (c) Other than as specified in Sections 13, 14(a), or 19, no Member shall be entitled to distributions from the Assets in respect of their Member Interests, it being understood that payments of fees, reimbursement of expenses, repayment of principal and interest under the Credit Agreement and other payments to FRBNY FRBB contemplated by the Operative Documents will not be deemed distributions in respect of its Membership Interest.