Common use of Retained Cash Assets Clause in Contracts

Retained Cash Assets. (a) In the Separation Transactions, in accordance with the Reorganization Steps Plan, Parkway LP will not distribute or otherwise contribute to a member of the Cousins Group, and instead will retain and/or contribute to another member of the New Parkway Group, an amount of cash-on-hand (the “Initial Retained Amount”) up to and not exceeding the lesser of (i) the New Parkway Group’s actual cash-on-hand immediately prior to Step 4 of the Reorganization Steps Plan, and (ii) $42,336,214.52 (the “Retained Amount Cap”). (b) To the extent that the Initial Retained Amount is less than the Retained Amount Cap, New Parkway shall, pursuant to the Reorganization Steps Plan, retain an additional amount equal to the difference between (i) the Retained Amount Cap, less (ii) the Initial Retained Amount (such amount, the “Retained Make-Up Amount”), which amount otherwise would have been distributed to Merger Sub, pursuant to the Reorganization Step Plan, as New Parkway’s distributive share of the proceeds of the New Parkway Credit Facilities. If any Retained Make-Up Amount is retained (and offset against the amount otherwise distributable to Merger Sub) pursuant to this paragraph (b), then the term “Final Retained Amount” shall mean such Retained Make-Up Amount together with the Initial Retained Amount. If there is no Retained Make-Up Amount pursuant to this paragraph (b), the term “Final Retained Amount” shall mean the Initial Retained Amount. The Final Retained Amount, together with the Final Adjustment Amount, shall be deemed to fully satisfy all rights pertaining to any cash or cash equivalents related to or reserved for the Cousins Houston Business or the Legacy Parkway Houston Business. The Parties agree that no other Legacy Parkway Houston Assets, Cousins Houston Assets, cash or cash equivalents are payable or deliverable to New Parkway pertaining to cash or cash equivalents, other than as set forth in Section 2.13 and 2.15.

Retained Cash Assets. (a) In the Separation Transactions, in accordance with the Reorganization Steps Plan, Parkway LP Orion Group will not distribute or otherwise retain and/or the Realty Income Group shall contribute to a member of the Cousins Group, and instead will retain and/or contribute to another member of the New Parkway Orion Group, an amount of cash-on-hand (the “Initial Retained Amount”) up to and not exceeding the lesser of (i) the New Parkway Orion Group’s actual cash-on-hand immediately prior to Step 4 of entering into the Reorganization Steps PlanOrion Credit Facilities, and (ii) $42,336,214.52 $ (the “Retained Amount Cap”). (b) To the extent that the Initial Retained Amount is less than the Retained Amount Cap, New Parkway Orion shall, pursuant to the Reorganization Steps Planthis Section 2.11, retain an additional amount equal to the difference between sum of (i) the Retained Amount Cap, less (ii) the Initial Retained Amount (such amount, the “Retained Make-Up Amount”), which amount otherwise would have been distributed to Merger Sub, pursuant to the Reorganization Step Plan, as New ParkwayOrion’s distributive share of the proceeds of the New Parkway Orion Credit Facilities. If any Retained Make-Up Amount is retained (and offset against the amount otherwise distributable to Merger Sub) pursuant to this paragraph (bSection 2.11(b), then the term “Final Retained Amount” shall mean such Retained Make-Up Amount together with the Initial Retained Amount. If there is no Retained Make-Up Amount pursuant to this paragraph (bSection 2.11(b), the term “Final Retained Amount” shall mean the Initial Retained Amount. The Final Retained Amount, together with the Final Adjustment Amount, shall be deemed to fully satisfy all rights pertaining to any that Orion shall not be entitled to cash or cash equivalents related to or reserved for the Cousins Houston Business or the Legacy Parkway Houston Transferred Business. The Parties agree that as a result of the Separation Transactions, and no other Legacy Parkway Houston Assets, Cousins Houston Transferred Assets, cash or cash equivalents are payable or deliverable to New Parkway Orion pertaining to cash or cash equivalents, other than the Net Financing Proceeds and as set forth in Section 2.13 and 2.152.12.