Common use of DISPOSITION PROCEEDS Clause in Contracts

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. 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.