Capital Event Proceeds Sample Clauses

Capital Event Proceeds. As and when Whitehall receives Capital Event Proceeds, Participant shall be entitled to receive an amount equal to (i) the Cash Interest Entitlement plus (ii) if the Unfunded Participating Investment is zero, the Participating Investment Entitlement. The Cash Interest Entitlement and the Current Portion of any Participating Investment Entitlement that Participant is entitled to receive pursuant to clause (ii) above will be payable to the Participant in cash within five business days of Whitehall’s receipt of such Capital Event Proceeds (as a Cash Distribution) and the remainder of such Participating Investment Entitlement will be escrowed and distributed to Participant in accordance with the vesting provisions set forth in Section 4 hereof. In addition, as of such date, to the extent there is then an Unfunded Participating Investment, Participant will be credited with a reduction of the Unfunded Participating Investment in an amount of the Funding Portion with respect to such Capital Event Proceeds. If the Unfunded Participating Investment is greater than zero, the “Funding Portion” under this Section 5(b) shall be equal to (A) Participant’s Participating Percentage Interest multiplied by such Capital Event Proceeds minus (B) the Unfunded Carry and, if the Unfunded Participating Investment is zero, the “Funding Portion” shall be zero.
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Capital Event Proceeds. Available Cash received by the Company in connection with a Capital Event shall be distributed in the following manner and priority:
Capital Event Proceeds. (a) In the event of a Casualty with respect to the Real Property Asset, unless Lender elects or is required pursuant to the Security Instrument to make the Casualty Insurance Proceeds available to the Borrower for Restoration (as defined in the Security Instrument), Lender and Borrower shall cause such Casualty Insurance Proceeds (net of customary and reasonable settlement and collection costs) to be paid by the insurer directly to the Capital Event Sub-Account, whereupon Lender shall apply the same as a prepayment to reduce the Loan on the next Payment Date in accordance with the terms of the Security Instrument and Section 2.12 of this Agreement; provided, however, that all Casualty Insurance Proceeds (net of customary and reasonable settlement and collection costs) in respect of any insurance policy providing business interruption coverage ("Business Interruption Insurance Proceeds") shall be maintained in the Cash Collateral Account, to be applied by Lender in the same manner as Gross Income from Operations received with respect to the operation of the Real Property Asset; provided further, however, that in the event the proceeds of any such business interruption insurance policy are paid in a lump sum in advance, Lender shall hold such business interruption insurance proceeds in the Business Interruption Insurance Sub-Account, shall estimate, in Lender's reasonable discretion, the number of months required for the Borrower to restore the damage caused by the Casualty to the Real Property Asset, divide the aggregate Business Interruption Insurance Proceeds by such number of months, and disburse from the Business Interruption Insurance Sub-Account into the Cash Collateral Account each month during the performance of the Restoration; such monthly installment of said Business Interruption Insurance Proceeds to be applied by Lender in the same manner as Gross Income from Operations. (b) In the event Lender elects or is required to make available Casualty Insurance Proceeds to the Borrower for Restoration of the Real Property Asset, Lender and the Borrower shall cause such proceeds to be placed in, and, provided no Event of Default shall have occurred and be continuing, hold such proceeds (net of customary and reasonable settlement and collection costs) in, the Insurance Proceeds Sub-Account, and shall disburse same in accordance with the provisions of Section 4.2 of the Security Instrument. (c) Unless Lender elects or is required pursuant to this Agreement...
Capital Event Proceeds. The Company shall distribute Capital Event Proceeds within three (3) Business Days after the Company receives Capital Event Proceeds from any Capital Event that occurs subsequent to the Flip Date to the Members as follows: (1) FIRST, (A) to the Members in respect of Senior Preferred Equity, if any, on a pari passu basis in proportion to the sum of each such Member's aggregate unreturned Senior Preferred Equity until such Members have received distributions equal to their respective aggregate unreturned Senior Preferred Equity, provided however that notwithstanding the foregoing, (i) no more than $307,590.31 may be distributed in any one month (plus any portion of such amounts (i.e., $307,590.31) not distributed during any prior month) and (ii) in no event shall the aggregate distributions in consideration of Senior Preferred Equity at any time exceed amounts expended by the Company out of the Operating Expense Reserve prior to the date of such distribution, AND THEN (B) to the Members in respect of Additional Preferred Equity, if any, on a pari passu basis in proportion to the sum of each such Member's aggregate unreturned Additional Preferred Equity and accrued (and compounded but) unpaid Additional Preferred Equity Return, until such Members have received distributions equal to their respective aggregate unreturned Additional Preferred Equity and aggregate accrued (and compounded but) unpaid Additional Preferred Equity Return; (2) SECOND, to the holders of Class B Common Equity on a pari passu basis until such holders have received distributions equal to the aggregate accrued (and compounded but) unpaid Class B Common Return, if any; (3) THIRD, to the holders of Preferred Equity and Class A Common Equity, on a pari passu basis until each such holder has received distributions equal to the sum of its aggregate accrued (and compounded but) unpaid shares of (i) the Adjusted Preferred Balance Return and (ii) the Preferred Return and Class A Common Return as of the Flip Date and (iii) the Class A Common Return for the period commencing on the Flip Date and ending on the Priority Payment Cessation Date; (4) FOURTH, to the Members to repay the Preferred Equity on a pari passu basis in proportion to the Preferred Equity held by each Member until the Preferred Equity has been repaid in its entirety; (5) FIFTH, to the Members to repay the Common Equity on a pari passu basis in proportion to the Common Equity held by each Member until the Common Equity has been rep...
Capital Event Proceeds. Any proceeds resulting from the sale, exchange, transfer, financing or refinancing of all or any portion of any Mortgaged Property and (ii) any other extraordinary, non-recurring income generated by any Mortgaged Property (other than rental loss or business interruption proceeds with respect to any Mortgaged Property), in each case net of reasonable transaction costs and/or reasonable amounts actually expended to collect the same.
Capital Event Proceeds. Subject to the Class B Membersprior rights under the provisions of Section 5.05(c), if the Company sells all or substantially all of its assets as part of, or in anticipation of, liquidation of the Company (including by, or as a result of, contribution, merger, consolidation, or other reorganization transaction), the proceeds received from any such sale shall be distributed as soon as practical following receipt thereof by the Company, as follows: (1) First, to the Class B Members in accordance with their respective Redemption Amounts (determined as of the date the Company receives such proceeds) until all Class B Members have received Distributions pursuant to this Section 4.03(b)(1) in an amount equal to their respective Redemption Amounts; and (2) Then, all remaining proceeds from such sale, if any, shall be distributed to the Class A Member. If a Class B Member receives his full Redemption Amount under the provisions of this Section 4.03(b), then he will cease to be a Member of the Company as of the date that he receives his full Redemption Amount.

Related to Capital Event Proceeds

  • Sale Proceeds The proceeds of sale of any new Series of Notes shall be wired to the Collection and Funding Account, and the Indenture Trustee shall disburse such sale proceeds at the direction of the Administrator on behalf of the Issuer, except to the extent such funds are needed to satisfy the Collateral Test. The Administrator on behalf of the Issuer may direct the Issuer to apply such proceeds to reduce pro rata based on Invested Amounts, the VFN Principal Balance of any Classes of Variable Funding Notes, or to redeem any Series of Notes in accordance with Section 13.1. In the absence of any such direction, the proceeds of such sale shall be distributed to the Depositor or at the Depositor’s direction on the Issuance Date for the newly issued Notes. The Administrator shall deliver to the Indenture Trustee a report demonstrating that the release of sale proceeds pursuant to the Issuer’s direction will not cause a failure of the Collateral Test, as a precondition to the Indenture Trustee releasing such proceeds.

  • Working Capital Trust Account Proceeds Upon consummation of the Offering, $250,000 of the proceeds from the sale of the Firm Units will be released to the Company to fund the working capital requirements of the Company, and the remainder of the proceeds from the sale of the Firm Units will be deposited into the Trust Account and held pursuant to the terms of the Trust Agreement.

  • Trust Account Proceeds Prior to the liquidation of the Trust Account in the event the Company has not completed a Business Combination as required by its Charter Documents (the “Termination Date”), interest income on the funds held in the Trust Account may be released to the Company from the Trust Account in accordance with the terms of the Trust Agreement to pay any taxes incurred by the Company, all as more fully described in the Prospectus.

  • Net Sales Proceeds In the case of a transaction described in clause (A) of the definition of Sale, the proceeds of any such transaction less the amount of selling expenses incurred by or on behalf of the Company, including all real estate commissions, closing costs and legal fees and expenses. In the case of a transaction described in clause (B) of such definition, Net Sales Proceeds means the proceeds of any such transaction less the amount of selling expenses incurred by or on behalf of the Company, including any legal fees and expenses and other selling expenses incurred in connection with such transaction. In the case of a transaction described in clause (C) of such definition, Net Sales Proceeds means the proceeds of any such transaction actually distributed to the Company from the Joint Venture less the amount of any selling expenses, including legal fees and expenses incurred by or on behalf of the Company (other than those paid by the Joint Venture). In the case of a transaction or series of transactions described in clause (D) of the definition of Sale, Net Sales Proceeds means the proceeds of any such transaction (including the aggregate of all payments under a Mortgage or in satisfaction thereof other than regularly scheduled interest payments) less the amount of selling expenses incurred by or on behalf of the Company, including all commissions, closing costs and legal fees and expenses. In the case of a transaction described in clause (E) of such definition, Net Sales Proceeds means the proceeds of any such transaction less the amount of selling expenses incurred by or on behalf of the Company, including any legal fees and expenses and other selling expenses incurred in connection with such transaction. In the case of a transaction described in the last sentence of the definition of Sale, Net Sales Proceeds means the proceeds of such transaction or series of transactions less all amounts generated thereby which are reinvested in one or more Assets within 180 days thereafter and less the amount of any real estate commissions, closing costs, and legal fees and expenses and other selling expenses incurred by or allocated to the Company in connection with such transaction or series of transactions. Net Sales Proceeds shall also include any consideration (including non-cash consideration such as stock, notes, or other property or securities) that the Company determines, in its discretion, to be economically equivalent to proceeds of a Sale, valued in the reasonable determination of the Company. Net Sales Proceeds shall not include any reserves established by the Company in its sole discretion.

  • Condemnation Proceeds all Condemnation Proceeds other than proceeds to be applied to the restoration or repair of the property subject to the related Mortgage or released to the related Mortgagor in accordance with the Servicing Standard, which proceeds shall be deposited by the Master Servicer into an Escrow Account and not deposited in the Collection Account;

  • Proceeds The Company shall use the proceeds from the issuance and sale of the Securities as set forth in “Use of Proceeds to issuer” in the Offering Circular.

  • Gross Proceeds The aggregate purchase price of all Shares sold for the account of the Company through all Offerings, without deduction for Sales Commissions, volume discounts, any marketing support and due diligence expense reimbursement or Organization and Offering Expenses. For the purpose of computing Gross Proceeds, the purchase price of any Share for which reduced Sales Commissions are paid to the Dealer Manager or a Soliciting Dealer (where net proceeds to the Company are not reduced) shall be deemed to be the full amount of the offering price per Share pursuant to the Prospectus for such Offering without reduction.

  • Liquidation Proceeds Cash received in connection with the liquidation of a defaulted Mortgage Loan, whether through the sale or assignment of such Mortgage Loan, trustee’s sale, foreclosure sale, payment in full, discounted payoff or otherwise, or the sale of the related Mortgaged Property if the Mortgaged Property is acquired in satisfaction of the Mortgage Loan, including any amounts remaining in the related Escrow Account.

  • Distribution of Collateral Proceeds In the event that, following the occurrence or during the continuance of any Default or Event of Default, the Administrative Agent or any Lender, as the case may be, receives any monies in connection with the enforcement of any of the Security Documents, or otherwise with respect to the realization upon any of the Collateral, such monies shall be distributed for application as follows: (a) First, to the payment of, or (as the case may be) the reimbursement of the Administrative Agent, in its capacity as such, for or in respect of all reasonable costs, expenses, disbursements and losses which shall have been incurred or sustained by the Administrative Agent in connection with the collection of such monies by the Administrative Agent, for the exercise, protection or enforcement by the Administrative Agent of all or any of the rights, remedies, powers and privileges of the Administrative Agent under this Credit Agreement or any of the other Loan Documents or in respect of the Collateral or in support of any provision of adequate indemnity to the Administrative Agent against any taxes or liens which by law shall have, or may have, priority over the rights of the Administrative Agent to such monies; (b) Second, to all other Obligations in such order or preference as the Required Lenders may determine; provided, however, that (i) distributions shall be made (A) pari passu among Obligations with respect to the Administrative Agent’s Fee and all other Obligations and (B) with respect to each type of Obligation owing to the Lenders, such as interest, principal, fees and expenses, among the Lenders pro rata across all Tranches and (ii) the Administrative Agent may in its discretion make proper allowance to take into account any Obligations not then due and payable; (c) Third, upon payment and satisfaction in full in cash or other provisions for payment in full satisfactory to the Lenders and the Administrative Agent of all of the Obligations, to the payment of any obligations required to be paid pursuant to §9-615 of the UCC of the State of New York; and (d) Fourth, the excess, if any, shall be returned to the Borrower or to such other Persons as are entitled thereto.

  • Cash Proceeds In addition to the rights of the Collateral Agent specified in Section 4.3 with respect to payments of Receivables, all proceeds of any Collateral received by any Grantor consisting of cash, checks and other non-cash items (collectively, “Cash Proceeds”) shall be held by such Grantor in trust for the Collateral Agent, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, unless otherwise provided pursuant to Section 4.4(a)(ii), be turned over to the Collateral Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Agent, if required) and held by the Collateral Agent in the Collateral Account. Any Cash Proceeds received by the Collateral Agent (whether from a Grantor or otherwise): (i) if no Event of Default shall have occurred and be continuing, shall be held by the Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured) and (ii) if an Event of Default shall have occurred and be continuing, may, in the sole discretion of the Collateral Agent, (A) be held by the Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured) and/or (B) then or at any time thereafter may be applied by the Collateral Agent against the Secured Obligations then due and owing.

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