Distribution Proceeds. (a) The Company shall ensure that an aggregate amount equal to any Distribution Proceeds is immediately applied in mandatory repayment and cancellation of the Facility in accordance with Clause 7.7 (Application of prepayments).
Distribution Proceeds. All proceeds from the distribution of the Series will be paid by the distributor into an Alliance- and TEAM-established escrow account/"lockbox" (escrow agent and instructions to be mutually-approved) and applied in the following order of priority: (a) all unrecouped production costs; (b) all actual, direct, verifiable, out-of-pocket, mutually-approved distribution expenses incurred after the date hereof capped at 10%; and (c) any and all unrecouped guarantees/deficit financing provided by the parties (pari passu); and (d) any and all mutually-approved third-party payments. All remaining proceeds will be distributed to the parties on a 60% to TEAM, 40% to Alliance basis. Neither party will be entitled to charge a distribution fee.
Distribution Proceeds. If the Borrower receives any proceeds of Distribution from the Company or any payment, prepayment or repayment of any sums due under the Intercompany Loan Agreement (except for such amounts received under the Intercompany Loan Agreement which shall be used for the purpose of Squeeze Out), such proceeds and/or sums less any taxes, costs and expenses properly incurred and payable by the Company in connection with making or distributing the Distribution or the payment, prepayment or repayment under the Intercompany Loan Agreement shall be deposited into the applicable Proceeds Accounts for application for mandatory prepayment on the immediately following Interest Payment Date. For the avoidance of doubt, any tax amounts paid or payable by the Company to the Borrower for the purpose of filing a consolidated tax return for the Group shall not be deemed to be a Distribution for the purpose of this Agreement.
Distribution Proceeds. The net cash proceeds resulting from the sale, exchange, lease, refinance or other transfer of all or substantially all of the assets of the Company or from the liquidation of the assets of the Company following the dissolution thereof, subject to the applicable provisions of this Agreement, which are not reinvested or retained by the Company for the continuation of its business, and after deducting all related expenses, (hereinafter referred to as “Distribution Proceeds”) shall be distributed and applied in the following order of priority:
