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ive, directly or indirectly, the proceeds of any other loan) to the extent possible. In addition, the Company may (x) hold amounts in reserve (from Profit Share and/or from the Citi Loan) to pay fees, principal and interest on any loan, including the Citi Loan, including any mandatory or voluntary pre-paymen
ault Event under the applicable Note (or similar event relating to any other loan(s)), 11f, to the Non-Managing Members that receive Loans to repay the Citi Loan (or that receive, directly or indirectly, the proceeds of any other loan) to the extent possible. In addition, the Company may (x) hold amounts in r
d exceeds (2) the aggregate amount that would have been distributed to such Non-Managing Member if the Citi Loan Amount so paid (and any additional Profit Share distributions to that Non-Managing Member at that time) had been distributed to the Non-Managing Members in accordance with Section Ila (the excess
outstanding, distributions otherwise payable to such Non-Managing Member (a) shall be used to make mandatory payments or pm-payments required under the Citi Loan and (b) may, as determined by the Managing Member in his sole discretion, be used to prepay any Citi Loan Amounts at any time and from time to time
3, a "Liquidity Event"). In the event a transaction occurs as described in this Section 13, the Non-Managing Members' right to future allocations of Profit Share hereunder shall be proportionately reduced in the manner determined in the reasonable discretion of the Managing Member to reflect the percentage o
shall have the sole discretion to sell, assign or transfer one or more of the Special Membership Interests (after all amounts have been repaid under the Citi Loan) to any entity with respect to which Feinberg and his Affiliates do not own more than 50% of the equity interests (a "Third Party") without the con
Entities connected to both Profit Share and the Citi Loan