Common use of Application of Gross Cash Proceeds Clause in Contracts

Application of Gross Cash Proceeds. Within sixty (60) days after the close of each of the Company’s fiscal quarters, the Company shall apply and distribute Gross Cash Proceeds in accordance with the following schedule of priorities: (i) First, for the payment to TPL (or, in the case of any payment to satisfy the obligations of the Company under Section 4.2 of the Commercialization Agreement, directly to the Person identified by TPL) in satisfaction of the Company’s payment obligations under Sections 4.2 and 4.3 of the Commercialization Agreement; (ii) Next, to the payment of any Company Expenses; (iii) Next, for the Working Capital Fund until the Working Capital Fund equals Eight Million Dollars ($8,000,000); (iv) Next, (1) for payment to Patriot of an amount equal to ten percent (10%) of the Gross Cash Proceeds until Patriot shall have received Twenty Million Dollars ($20,000,000); and (2) for payment to TPL of an amount equal to fifteen percent (15%) of the Adjusted Gross Cash Proceeds minus any amounts previously advanced to TPL (and not previously credited against payments to TPL hereunder) pursuant to Section 4.3 of the Commercialization Agreement; and (v) Finally, the remaining Gross Cash Proceeds (such remaining amount, the “Net Cash Proceeds”) to the Members according to their respective Percentage Interests. In the event that funds sufficient to satisfy the payments required to be made pursuant to subsections (iv)(a) and (iv)(b) above are unavailable, such payment obligations shall be pari passu, and any unpaid amounts thereof shall be paid from Gross Cash Proceeds subsequently received by the Company.

Application of Gross Cash Proceeds. Within sixty (60) days after the close of each of the Company’s 's fiscal quarters, the Company shall apply and distribute Gross Cash Proceeds in accordance with the following schedule of priorities: (i) First, for the payment to TPL (or, in the case of any payment to satisfy the obligations of the Company under Section 4.2 of the Commercialization Agreement, directly to the Person identified by TPL) in satisfaction of the Company’s 's payment obligations under Sections 4.2 and 4.3 of the Commercialization Agreement; (ii) Next, to the payment of any Company Expenses; (iii) Next, for the Working Capital Fund until the Working Capital Fund equals Eight Million Dollars ($8,000,000)*** ; (iv) Next, (1a) for payment to Patriot of an amount equal to ten percent (10%) % of the Gross Cash Proceeds until Patriot shall have received Twenty Million Dollars ($20,000,000); and (2b) for payment to TPL of an amount equal to fifteen percent (15%) % of the Adjusted Gross Cash Proceeds minus any amounts previously advanced to TPL (and not previously credited against payments to TPL hereunder) pursuant to Section 4.3 of the Commercialization Agreement; and (v) Finally, the remaining Gross Cash Proceeds (such remaining amount, the “"Net Cash Proceeds”") to the Members according to their respective Percentage Interests. In the event that funds sufficient to satisfy the payments required to be made pursuant to subsections (iv)(a) and (iv)(b) above are unavailable, such payment obligations shall be pari passu, and any unpaid amounts thereof shall be paid from Gross Cash Proceeds subsequently received by the Company.