Common use of Distribution of Net Cash Flow Clause in Contracts

Distribution of Net Cash Flow. Operating Cash Flow, if any, shall be applied and distributed on a quarterly basis in the following order of priority: (i) First, to Campus Crest to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Campus Crest Guaranty Loans made by Campus Crest pursuant to Section 3.10(a) (interest on such loans being paid prior to principal); (ii) Second, to the Members in proportion to and to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Necessary Cost Loans made by the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal); (iii) Third, to the Developer and the Campus Crest Guarantor, as applicable, to the extent of the Pooled Reimbursement Amount that has not been previously reimbursed, if any, as set forth in Section 3.4(b)(ii); (iv) Fourth, to the Members, pro rata, in proportion to and in accordance with their respective Participating Percentages, until HSRE has received cumulative Distributions constituting an 11% Cash on Cash Return (not taking into account any loans made by HSRE and payments received thereon); (v) Fifth, seventy percent (70%) to HSRE and thirty percent (30%) to Campus Crest, until HSRE has received cumulative Distributions constituting a 15% Cash on Cash Return (not taking into account any loans made by HSRE and payments received thereon); and (vi) Thereafter, the balance, fifty percent (50%) to HSRE and fifty percent (50%) to Campus Crest.

Distribution of Net Cash Flow. (a) Operating Cash Flow, if any, shall be applied and distributed on a quarterly basis in the following order of priority: : (i) First, to Campus Crest to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Campus Crest Guaranty Loans made by Campus Crest pursuant to Section 3.10(a) (interest on such loans being paid prior to principal); ; (ii) Second, to the Members in proportion to and to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Necessary Cost Loans made by the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal); ; (iii) Third, to the Developer and the Campus Crest Guarantor, as applicable, to the extent of the Pooled Reimbursement Amount that has not been previously reimbursed, if any, as set forth in Section 3.4(b)(ii); ; (iv) Fourth, to the Members, pro rata, in proportion to and in accordance with their respective Participating Percentages. (b) Capital Proceeds, until HSRE has received cumulative Distributions constituting an 11% Cash on Cash Return if any, shall be applied and distributed in the following order of priority: (not taking into account i) First, to Campus Crest to the extent of the outstanding principal amount of, and any loans accrued but unpaid interest on, any Campus Crest Guaranty Loans made by HSRE Campus Crest pursuant to Section 3.10(a) (interest on such loans being paid prior to principal); (ii) Second, to the Members in proportion to and payments received thereon); (v) Fifthto the extent of the outstanding principal amount of, seventy percent (70%) to HSRE and thirty percent (30%) to Campus Crestany accrued but unpaid interest on, until HSRE has received cumulative Distributions constituting a 15% Cash on Cash Return (not taking into account any loans Necessary Cost Loans made by HSRE the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal); (iii) Third, to the Members, pro rata, in proportion to and payments received thereon); to the extent of the Net Invested Capital balances of such Member; (iv) Fourth, to the Members, pro rata, in proportion to and (vi) Thereafter, the balance, fifty percent (50%) to HSRE and fifty percent (50%) to Campus Crestin accordance with their respective Participating Percentages.

Distribution of Net Cash Flow. (a) Operating Cash Flow, if any, shall be applied and distributed on a quarterly basis in the following order of priority: : (i) First, to Campus Crest to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Campus Crest Guaranty Loans made by Campus Crest pursuant to Section 3.10(a) (interest on such loans being paid prior to principal); (ii) Second, to the Members in proportion to and to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Necessary Cost Loans made by the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal); ; (iiiii) ThirdSecond, to the Developer and the Campus Crest GuarantorGuarantors, as applicable, to the extent of the Pooled Reimbursement Amount that has not been previously reimbursedAmount, if any, as set forth in Section 3.4(b)(ii); ; (iviii) FourthThird, to the Members, pro rata, in proportion to and in accordance with their respective Participating Percentages, until HSRE has received cumulative Distributions constituting an 11% Cash on Cash Return (not taking into account any loans made by HSRE and payments received thereon); ; (viv) FifthFourth, seventy seventy-five percent (7075%) to HSRE and thirty twenty-five percent (3025%) to Campus Crest, until HSRE has received cumulative Distributions constituting a 15% Cash on Cash Return (not taking into account any loans made by HSRE and payments received thereon); and and (viv) Thereafter, the balance, fifty percent (50%) to HSRE and fifty percent (50%) to Campus Crest. (b) Capital Proceeds, if any, shall be applied and distributed in the following order of priority: (i) First, to the Members in proportion to and to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Necessary Cost Loans made by the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal); (ii) Second, to the Members, pro rata, in proportion to and to the extent of the Net Invested Capital balances of such Member; (iii) Third, to the Members, pro rata, in proportion to and in accordance with their respective Participating Percentages, until HSRE has received cumulative Distributions constituting an eleven percent (11%) Internal Rate of Return (not taking into account any loans made by HSRE and payments received thereon); (iv) Fourth, seventy-five percent (75%) to HSRE and twenty-five percent (25%) to Campus Crest, until HSRE has received cumulative Distributions constituting an eighteen percent (18%) Internal Rate of Return (not taking into account any loans made by HSRE and payments received thereon); and (v) Thereafter, the balance, fifty percent (50%) to HSRE and fifty percent (50%) to Campus Crest.

Distribution of Net Cash Flow. (a) Operating Cash Flow, if any, shall be applied and distributed on a quarterly basis in the following order of priority: : (i) First, to Campus Crest to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Campus Crest Guaranty Loans made by Campus Crest pursuant to Section 3.10(a) (interest on such loans being paid prior to principal); ; (ii) Second, to the Members in proportion to and to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Necessary Cost Loans made by the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal); ; (iii) Third, to the Developer and the Campus Crest Guarantor, as applicable, to the extent of the Pooled Reimbursement Amount that has not been previously reimbursed, if any, as set forth in Section 3.4(b)(ii); ; (iv) Fourth, to the Members, pro rata, in proportion to and in accordance with their respective Participating Percentages, until HSRE has received cumulative Distributions constituting an 11% Cash on Cash Return (not taking into account any loans made by HSRE and payments received thereon); ; (v) Fifth, seventy percent (70%) to HSRE and thirty percent (30%) to Campus Crest, until HSRE has received cumulative Distributions constituting a 15% Cash on Cash Return (not taking into account any loans made by HSRE and payments received thereon); and and (vi) Thereafter, the balance, fifty percent (50%) to HSRE and fifty percent (50%) to Campus Crest. (b) Capital Proceeds, if any, shall be applied and distributed in the following order of priority: (i) First, to Campus Crest to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Campus Crest Guaranty Loans made by Campus Crest pursuant to Section 3.10(a) (interest on such loans being paid prior to principal); (ii) Second, to the Members in proportion to and to the extent of the outstanding principal amount of, and any accrued but unpaid interest on, any Necessary Cost Loans made by the Members pursuant to Section 3.7 (interest on such loans being paid prior to principal); (iii) Third, to the Members, pro rata, in proportion to and to the extent of the Net Invested Capital balances of such Member; (iv) Fourth, to the Members, pro rata, in proportion to and in accordance with their respective Participating Percentages, until HSRE has received cumulative Distributions constituting an eleven percent (11%) Internal Rate of Return (not taking into account any loans made by HSRE and payments received thereon); (v) Fifth, seventy percent (70%) to HSRE and thirty percent (30%) to Campus Crest, until HSRE has received cumulative Distributions constituting an eighteen percent (18%) Internal Rate of Return (not taking into account any loans made by HSRE and payments received thereon); and (vi) Thereafter, the balance, fifty percent (50%) to HSRE and fifty percent (50%) to Campus Crest.