Common use of Restriction on Distributions Clause in Contracts

Restriction on Distributions. (a) No distribution will be made if, after giving effect to the distribution: (i) The Company would not be able to pay its debts as they become due in the usual course of business. (ii) The Company’s total assets would be less than the sum of its total liabilities plus, unless this Agreement provides otherwise, the amount that would be needed, if the Company were to be dissolved at the time of the distribution, to satisfy the preferential rights of other Members, if any, upon dissolution that are superior to the rights of the Member receiving the distribution. (b) The Members may base a determination that a distribution is not prohibited on any of the following: (i) Financial statements prepared on the basis of accounting practices and principles that are reasonable in the circumstances. (ii) A fair valuation. (iii) Any other method that is reasonable in the circumstances. Except as provided in the Act, the effect of a distribution is measured as of the date the distribution is authorized if the payment occurs within one hundred twenty (120) days after the date of authorization, or the date payment is made if it occurs more than one hundred twenty (120) days of the date of authorization.

Restriction on Distributions. (a) 10.3.1 No distribution will shall be made if, after giving effect to the distribution: (iA) The Company would not be able to pay its debts as they become due in the usual course of business.; or (iiB) The Company’s total assets would be less than the sum of its total liabilities plus, unless this Agreement provides otherwise, the amount that would be needed, if the Company were to be dissolved at the time of the distribution, to satisfy the preferential rights of other Members, if any, upon dissolution that are superior to the rights of the Member receiving the distribution. (b) 10.3.2 The Members Manager may base a determination that a distribution is not prohibited on any of the following: (iA) Financial financial statements prepared on the basis of GAAP accounting practices and principles that are reasonable in the circumstances.principles; (iiB) A fair valuation.; or (iiiC) Any other method that is reasonable in the circumstances. Except as provided in the Act, the The effect of a distribution is to be measured as of the date the distribution is authorized if the payment occurs is to occur within one hundred twenty (120) days after the date of authorization, or the date payment is made if it occurs is to occur more than one hundred twenty (120) days of after the date of authorization.

Restriction on Distributions. (a) 10.3.1 No distribution will shall be made if, after giving effect to the distribution: (iA) The Company would not be able to pay its debts as they become due in the usual course of business.; or (iiB) The Company’s 's total assets would be less than the sum of its total liabilities plus, unless this Agreement provides otherwise, the amount that would be needed, if the Company were to be dissolved at the time of the distribution, to satisfy the preferential rights of other Members, if any, upon dissolution that are superior to the rights of the Member receiving the distribution. (b) 10.3.2 The Members Manager may base a determination that a distribution is not prohibited on any of the following: (iA) Financial financial statements prepared on the basis of GAAP accounting practices and principles that are reasonable in the circumstances.principles; (iiB) A fair valuation.; or (iiiC) Any other method that is reasonable in the circumstances. Except as provided in the Act, the The effect of a distribution is to be measured as of the date the distribution is authorized if the payment occurs is to occur within one hundred twenty (120) days after the date of authorization, or the date payment is made if it occurs is to occur more than one hundred twenty (120) days of after the date of authorization.

Restriction on Distributions. (a) 10.3.1 No distribution will shall be made if, after giving effect to the distribution: (iA) The Company would not be able to pay its debts as they become due in the usual course of business.; or (iiB) The Company’s 's total assets would be less than the sum of its total liabilities plus, unless this Agreement provides otherwise, the amount that would be needed, if the Company were to be dissolved at the time of the distribution, to satisfy the preferential rights of other Members, if any, upon dissolution that are superior to the rights of the Member receiving the distribution. (b) 10.3.2 The Members Manager may base a determination that a distribution is not prohibited on any of the following: (iA) Financial financial statements prepared on the basis of GAAP accounting practices and principles that are reasonable in the circumstances.principles; (iiB) A fair valuation.; or (iiiC) Any other method that is reasonable in the circumstances. Except as provided in the Act, the The effect of a distribution is to be measured as of the date the distribution is authorized if the payment occurs is to occur within one hundred twenty (120) days after the date of authorization, or the date payment is made if it occurs is to occur more than one hundred twenty (120) days of after the date of authorization.. BENCHMARK REAL ESTATE FUND 29 OPERATING AGREEMENT