Common use of Terminating Capital Transaction Proceeds Clause in Contracts

Terminating Capital Transaction Proceeds. All cash available from a Terminating Capital Transaction and the winding up of the affairs of the Partnership which is determined by the General Partners to be available for distribution, shall first be applied to the payment of all debts and liabilities of the Partnership then due (or required by any lender or creditor to be repaid on account of the event referred to in this Section 8.3(b) which makes such cash available), including the fees and expenses payable pursuant to Section 6.4 hereof but excluding any Subordinated Financial Consulting Fee, and then to fund such reserves for contingent liabilities (including fees then earned but not yet payable pursuant to Section 6.4 hereof, but excluding any Subordinated Financial Consulting Fee) to the extent deemed reasonable by the General Partners, provided, that at the expiration of such period of time as the General Partners shall deem advisable, the balance of such reserves remaining after payment (or other satisfaction) of such contingencies shall be distributed in the manner hereinafter set forth in this Section 8.3(b). The remaining Net Cash Proceeds, if any, shall then be distributed as follows: First, to the classes comprised of the Investor Limited Partners, the Original Limited Partner and the General Partners, and in that order of priority in the amount as to each class equal to the aggregate of the then positive balances (if any) in the Capital Accounts of the Partners of such class; Second, to the class comprised of the Investor Limited Partners until such class shall have received an amount which, when added to the sum of (i) all amounts of Cash Flow whenever distributed to such class pursuant to Section 8.2(b)

Terminating Capital Transaction Proceeds. All cash available from a Terminating Capital Transaction and the winding up of the affairs of the Partnership which is determined by the General Partners to be available for distribution, distribution shall first be applied to the payment of all debts and liabilities of the Partnership then due (or required by any lender or creditor to be repaid on account of the event referred to in this Section 8.3(b) which makes such cash available), including the fees and expenses payable pursuant to Section 6.4 hereof but excluding any Subordinated Financial Consulting Fee, and then to fund such reserves for contingent liabilities (including fees then earned but not yet payable pursuant to Section 6.4 hereof, but excluding any Subordinated Financial Consulting Fee) to the extent deemed reasonable by the General Partners, provided, that at the expiration of such period of time as the General Partners shall deem advisable, the balance of such reserves remaining after payment (or other satisfaction) of such contingencies shall be distributed in the manner hereinafter set forth in this Section 8.3(b). The remaining Net Cash ProceedsReserves, if any, shall then be distributed as follows: First, to the classes comprised of the Investor Limited Partners, the Original Limited Partner and the General Partners, and in that order of priority each class Partners in the amount as to each class equal to (or if less than, in proportion to) the aggregate of the then positive balances (if any) in the Capital Accounts of the Partners of such class; Second, to the class comprised of the Investor Limited Partners until such class shall have received an amount which, when added to the sum of (i) all amounts of Cash Flow whenever distributed to such class pursuant to Section 8.2(b);

Terminating Capital Transaction Proceeds. All cash available from a Terminating Capital Transaction and the winding up of the affairs of the Partnership which is determined by the General Partners to be available for distribution, distribution shall first be applied to the payment of all debts and liabilities of the Partnership then due (or required by any lender or creditor to be repaid on account of the event referred to in this Section 8.3(b) which makes such cash available), including the fees and expenses payable pursuant to Section 6.4 hereof but excluding any Subordinated Financial Consulting Fee, and then to fund such reserves for contingent liabilities (including fees then earned but not yet payable pursuant to Section 6.4 hereof, but excluding any Subordinated Financial Consulting Fee) to the extent deemed reasonable by the General Partners, provided, that at the expiration of such period of time as the General Partners shall deem advisable, the balance of such reserves remaining after payment (or other satisfaction) of such contingencies shall be distributed in the manner hereinafter set forth in this Section 8.3(b). The remaining Net Cash Proceeds, if any, shall then be distributed as follows: First, to the classes comprised each class of the Investor Limited Partners, the Original Limited Partner and the General Partners, and in that order of priority Partners in the amount as to each class equal to (or if less than, in proportion to) the aggregate of the then positive balances (if any) in the Capital Accounts of the Partners of such class; Second, to the class comprised of the Investor Limited Partners until such class shall have received an amount which, when added to the sum of (i) all amounts of Cash Flow whenever distributed to such class pursuant to Section 8.2(b);