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SEC Filings

8-K
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form 8-K on 05/19/2016
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(ii) The Company may offset damages for a judicially and finally determined breach of this Agreement by a Member whose Membership Interest is liquidated (either upon the resignation of the Member or the liquidation of the Company) against any amount otherwise distributable to the Member.

(iii) Distributions made upon liquidation of the Company shall be made as provided in Section 6.2(c).

(b) Tax Distributions.

(i) Anything to the contrary in this Agreement notwithstanding, subject, in each case, to Section 5.4(c):

(A) At least five (5) days prior to the due date prescribed by the Code for corporations to pay quarterly installments of estimated tax, the Company shall distribute in cash (1) to each Member holding Common Units, for each Common Unit held at such time, the estimated Common Per Unit Tax Distribution Amount for the Fiscal Quarter with respect to which such quarterly installments of estimated tax are due, and (2) to each Member holding Convertible Preferred Units, for each Convertible Preferred Unit held at such time, the estimated Preferred Per Unit Tax Distribution Amount for the Fiscal Quarter with respect to which such quarterly installments of estimated tax are due.

(B) As promptly as practicable after the end of each Fiscal Year, but in no event later than five (5) days prior to the estimated tax due date of the succeeding fiscal quarter (or, if earlier, any date on which taxes are due in connection with an application for an extension of time to file any tax returns) the Company shall distribute in cash (1) to each Member holding Common Units, for each Common Unit held at such time, the Common Per Unit Tax Distribution Amount for such Fiscal Year, and (2) to each Member holding Convertible Preferred Units, for each Convertible Preferred Unit held at such time, the Preferred Per Unit Tax Distribution Amount for such Fiscal Year.

(ii) Notwithstanding anything in this Section 5.4(b) to the contrary, the Manager may waive, in whole or in part, any or all Common Tax Distributions to which the Charter Member is entitled, provided such waiver shall be allowed solely to the extent a Common Tax Distribution to the Charter Member would exceed the tax payable in respect of the Charter Member’s Common Units for the applicable estimated, extension, tax return or other tax liability (taking into account cash or cash equivalents available for the paying of any such taxes in accordance with Section 4.8(a) and net operating loss carryforwards, tax credits, or other tax attributes available to offset such tax liability). To the extent that the Manager elects to waive Common Tax Distributions pursuant to this Section 5.4(b)(ii):

(A) Such waiver shall reduce the total Common Tax Distribution to the Charter Member, under Section 5.4(b)(i) and shall reduce Common Tax Distributions made to all other Members in the same amount per Common Unit.

 

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