DISPOSITION PROCEEDS. Disposition Proceeds (less reasonable reserves set aside by the General Partner for reasonably anticipated expenses or needs of the Partnership) shall be distributed to the holders of Common Partnership Interests in accordance with their respective Common Percentage Interests in the Partnership.
DISPOSITION PROCEEDS. Under the terms of the DDLA, no net Disposition Proceeds are to be received by the City from the disposition of the Properties to the Developer, either in the form of lease payments or revenues generated by the Properties. Additionally, based on the Reuse Appraisal of the Properties completed June 2020, the reuse value of the Properties is zero. Consequently, there are no Disposition Proceeds to be distributed to the Taxing Entities that are subject to this agreement. The Taxing Entities agree that upon execution of the Ground Lease and the Easement in accordance with the DDLA, the Taxing Entities shall have no further interest or right to any revenues or proceeds from the Properties.
DISPOSITION PROCEEDS. The Credit Parties shall, prior to or concurrently with (A) any Disposition of any Real Property/ies constituting one or more Approved Properties, or (B) any Disposition of any Credit Party holding any such Approved Property/ies, prepay the Loans in an amount equal to not less than one hundred percent (100.0%) of the net proceeds payable to the Credit Parties in connection with the applicable Disposition (provided, that such prepayment shall not, in any case, be in an amount that is less than ninety percent (90.0%) of the gross proceeds generated by the applicable Disposition); provided, however, that notwithstanding the foregoing, no prepayment shall be required pursuant to this subclause (ii) in connection with a given Disposition if the Credit Parties deliver to the Administrative Agent, not more than five (5) days prior to such Disposition and not less than one (1) day prior to such Disposition, a duly completed pro forma Compliance Certificate executed by a Responsible Officer of the Borrower (1) showing that, immediately following such Disposition and taking into account both the subject Disposition and any other events or circumstances that have arisen since the most recent delivery of a Compliance Certificate pursuant to the terms hereof, the Credit Parties will be in compliance with all financial covenants contained herein and (2) certifying that no Defaults or Event of Default will exist immediately following such Disposition.
DISPOSITION PROCEEDS. The Borrower, as soon as practicable and in any event within 180 days of the date in which the Net Cash Proceeds of an Asset Disposition are received by the Borrower, will deposit all such Net Cash Proceeds into the Net Cash Proceeds Account to be applied in the manner and order of priority set forth in Section 2.07(c)(iii) , or alternatively, (i) in the case of an Asset Disposition constituting an Event of Loss or Condemnation, unless the Borrower intends to use the proceeds of such Asset Dispostion to acquire Qualifying Replacement Railcars or to prepay the Loans, deposit such Net Cash Proceeds into the Modifications and Improvements Account to fund Optional Modifications in accordance with Section 6.09(b) below or (ii) in the case of an Asset Disposition constituting a Permitted Discretionary Sale, deposit such Net Cash Proceeds into the Substitution Account to fund the acquisition cost of the Qualifying Replacement Railcars previously identified by the Borrower or the Servicer on the applicable Qualifying Replacement Railcar Certificate (provided such Railcars remain commercially available for acquisition) in accordance with Section 6.09(c) below.
DISPOSITION PROCEEDS. Disposition Proceeds shall be distributed to the Partners at such time as the General Partner may determine in accordance with each Partner's respective Percentage Interest on such Partnership Record Date.
DISPOSITION PROCEEDS. Subject to Sections 4.03(c) and 5.04. with respect to each Investment, the Company shall distribute Disposition Proceeds in respect of such Investment within three (3) business days following a Disposition thereof, or as soon as practicable thereafter, to the Members as follows:
(i) First, to Investor to the extent of any unreturned Cure Capital attributable to such Investment contributed by Investor pursuant to Section 5.09;
(ii) Second, to Ashford to the extent of any unreturned Cure Capital attributable to such Investment contributed by Ashford pursuant to Section 5.09;
(iii) Third, to Investor to the extent of Investor’s Unreturned Capital attributable to such Investment (excluding any Investor’s Unreturned Capital represented by the payment of the Sourcing Fee or Company Expenses attributable to such Investment);
(iv) Fourth, to Ashford to the extent of Ashford’s Unreturned Capital attributable to such Investment (excluding any Ashford’s Unreturned Capital represented by the payment of the Sourcing Fee or Company Expenses attributable to such Investment);
(v) Fifth, to Investor to the extent of Investor’s accrued and unpaid Investor Yield attributable to such Investment;
(vi) Sixth, to Ashford to the extent of Ashford’s accrued and unpaid Ashford Yield attributable to such Investment;
(vii) Seventh, to Investor and Ashford in proportion to their respective Percentage Interests until Investor’s Unreturned Capital and Ashford’s Unreturned Capital represented by the payment of the Sourcing Fee or Company Expenses attributable to such Investment is recovered by the parties; and
(viii) Thereafter, any remaining balance to Investor and Ashford in proportion to their respective Current Yield Percentages; provided that in respect of a partial Disposition of an Investment then in Default, such remaining balance shall be distributed in accordance with Percentage Interests until Investor shall have received its Unreturned Capital attributable to the entire Investment plus an amount equal to the Investor Yield thereon. Notwithstanding the foregoing, any Distribution Proceeds from any Investment acquired by Debt Purchase Capital pursuant to Section 5.10 herein shall be distributed to the Members pari passu in accordance with their Percentage Interests (as further described in Section 5.10 herein) and shall not be subject to the provisions of Section 4.03(b)(i) through (viii) above.
DISPOSITION PROCEEDS. All proceeds from Dispositions, to the extent such proceeds are required to be applied to prepay the outstanding Loans pursuant to Section 6.3(c) of the Credit Agreement, shall be deposited directly into the Debt Service and Related Payments Account and applied to such prepayment.
DISPOSITION PROCEEDS. Any and all net proceeds (net proceeds for purposes of this Section and Section 8.18 hereof to mean gross proceeds net only of customary out-of-pocket fees, costs and expenses incurred in effecting the relevant sale or other disposition and taxes (other than income taxes) incurred and payable as a result of such disposition) derived from (x) the sale or disposition (whether voluntary or involuntary), or on account of the damage or destruction, of the real estate, furniture, fixtures, equipment or other fixed or capital assets of any Loan Party (collectively, "FIXED ASSETS") or (y) the sale or other disposition of any intellectual property (such as Music Rights) or other Property (other than fixed assets) permitted by Section 8.18 hereof to the extent such Section requires a prepayment under this Section shall, promptly but in any event within three (3) Business Days after receipt by any Loan Party or the Administrative Agent, be paid over to the Administrative Agent for the account of the Lenders as and for a mandatory prepayment on the Term Credit Notes (each such prepayment to be applied to the several installments due on the outstanding principal balance of the Term Loan in the inverse order of their maturity); PROVIDED, HOWEVER, that:
(i) No prepayment shall be required with respect to proceeds received from the sale, damage or destruction of any fixed assets subject to liens permitted by Sections 8.7(c) and 8.7(d) hereof which are prior to the liens of the Collateral Documents to the extent such proceeds are applied in reduction of the indebtedness permitted by Section 8.8(b) hereof;
(ii) So long as no Default or Event of Default has occurred or is continuing, the relevant Loan Party may retain the proceeds (including any insurance proceeds) derived from the sale, damage or destruction of fixed assets (collectively, "RETAINED PROCEEDS") if and to the extent that the fixed assets sold, damaged or destroyed have been (or, within 180 days of such sale, damage or destruction, will be) replaced (or repaired in the case of damaged property) with new fixed assets or other assets useful in the business of such Loan Party of similar value and utility which are subject to a first lien in favor of the Administrative Agent to secure the Obligations;
(iii) So long as no Default or Event of Default has occurred or is continuing, the relevant Loan Party may retain the proceeds of any sale or other disposition of any Music Rights or other intellectual property (colle...
DISPOSITION PROCEEDS. In the event of the sale of any Restaurant (herein a "Disposition Restaurant") while this Agreement is still in effect or applies with respect thereto, including dispositions subject to the Right of First Refusal under Section 7, and dispositions at the termination hereof, but not a disposition to Main St. or its designee under the purchase option set forth in Section 10 (herein a 8 "Disposition"), then Main St. shall be entitled to receive a portion of the disposition proceeds received by CNL with respect thereto (herein a "Disposition Payment"), out of any available net proceeds in the amount and after all deductions as set forth below. As soon as practicable after any Disposition, a full accounting of the assets and liabilities of CNL with respect thereto shall be taken, and a statement of the assets and liabilities of CNL relating thereto shall be prepared by the independent public accountants then providing financial accounting for the Restaurants. A copy of such statement, which shall include a calculation of the proceeds from such Disposition, shall be furnished to Main St. promptly following such Disposition. All proceeds from any such Disposition shall be applied in the following order:
i. First, the expenses of the Disposition and the Acquisition Loan payoff, all accounts payable and similar normal operating obligations for the Disposal Restaurant and other approved third party debts of CNL (other than Matching or Unmatched Loans) with respect to the Restaurants shall be paid. Any reserves shall be established or continued which CNL deems reasonably necessary for any contingent or unforseen liabilities or obligations arising out of or in connection with the Disposition. Such reserves shall be held by CNL for the purpose of disbursement in payment of any of the aforementioned contingencies, and at the expiration of such period as CNL shall deem advisable in its reasonable discretion, CNL shall distribute the balance thereafter remaining in the manner provided in the following subparagraphs; ii. Next, any unpaid balance of principal and interest due on any Unmatched Loans with respect to the Disposition Restaurant shall be paid in full or on a pro rata basis if the amount available is insufficient to repay all such loans;
iii. Next, CNL shall retain an amount equal to its CNL Investment for the Disposition Restaurant (to the extent not previously returned);
iv. Next, any unpaid deferred, accumulated Main St. Management Fees or Required CNL Return a...
DISPOSITION PROCEEDS. Any proceeds from the Designated Divestiture or the sale of the Surgery Centers shall not be used to satisfy any Existing Seller Notes and Earn-Out Obligations or any obligations in respect of any Earn-Out Arrangements or Seller Notes which, in each case, are owed to The Center for Pain Management, LLC or any of its Affiliates (collectively, the “CPM Obliations”) until the later to occur of (i) April 3, 2007, and (ii) the date when Agent has received a prepayment of the Term Loans in an amount to be determined by Agent in its discretion but which in any event shall be at least $25,000,000.
