Capital Event Proceeds definition

Capital Event Proceeds means any cash proceeds of a Capital Event received by Borrower net of any cash prorations, adjustments and credits with respect to such Capital Event and net of reasonable third-party expenses paid in connection with such Capital Event.

Capital Event Proceeds means Net Sales Proceeds, Net Disposition Proceeds and Net Financing Proceeds, collectively.

Capital Event Proceeds means (i) any proceeds received by the Company from the sale or other disposition of any property or asset held, directly or indirectly, by the Company or (ii) financing proceeds received by the Company from a loan or similar financing transaction under which the repayment obligations are secured by a pledge, directly or indirectly, of Whitehall’s interest in the Company or any of its subsidiaries, the Company’s direct or indirect interest in any of its subsidiaries, or any of the properties or other assets of the Company or its subsidiaries, in the case of each of (i) and (ii) net of all out-of-pocket transaction costs (as determined by Whitehall), which, for certainty, shall include any such costs payable to affiliates of Whitehall. Notwithstanding the forgoing, in no event shall the definition of “Capital Event Proceeds” hereunder include any proceeds that are borrowed pursuant to the Initial Financing or pursuant to a loan that is (x) fully recourse to any of Whitehall Finance, Whitehall Parallel or Whitehall Street Global Real Estate Limited Partnership 0000 (“Xxxxxxxxx Xxxxxx”) or (y) is secured by a significant portion of the assets of Whitehall Finance, Whitehall Parallel or Whitehall Street (which significant portion, for certainty, shall not be comprised only of Whitehall’s interest in the Company).

Examples of Capital Event Proceeds in a sentence

• Subject to the provisions of Sections 5.3, 5.4, 8.6(b), 11.6(d) and 13.2, the General Partner shall cause the Partnership to distribute to the Partners as of the applicable Partnership Record Date, at such times as the General Partner shall determine, amounts of Available Operating Cash, Net Sales Proceeds and Net Capital Event Proceeds in the manner set forth in this Section 5.1.

• An amendment or waiver to Clause 9.5 (Mandatory Prepayment from Capital Event Proceeds) or the definitions of "Capital Event Proceeds" or "Required Percentage" may be made by the Agent acting upon the instructions of the Steering Committee Group.

• As and when Whitehall receives Capital Event Proceeds, Participant shall be entitled to receive an amount equal to (i) the Cash Interest Entitlement plus (ii) if the Unfunded Participating Investment is zero, the Participating Investment Entitlement.

• If the Unfunded Participating Investment is greater than zero, the “Funding Portion” under this Section 5(b) shall be equal to (A) Participant’s Participating Percentage Interest multiplied by such Capital Event Proceeds minus (B) the Unfunded Carry and, if the Unfunded Participating Investment is zero, the “Funding Portion” shall be zero.

• In addition, as of such date, to the extent there is then an Unfunded Participating Investment, Participant will be credited with a reduction of the Unfunded Participating Investment in an amount of the Funding Portion with respect to such Capital Event Proceeds.

More Definitions of Capital Event Proceeds

Capital Event Proceeds means the net cash proceeds received by any member of the Group from the issuance or sale of Financial Indebtedness or equity interests to persons which are not members of the Group other than:

Capital Event Proceeds has the meaning set forth in the Subsidiary REIT Agreement.

Capital Event Proceeds means all cash proceeds received by Company from a Capital Event.

Capital Event Proceeds means the net proceeds (i.e., the amounts received as a result of a Capital Event exceeds the costs and expenses incurred in such Capital Event) to Borrower from any Capital Event, including but not limited to: (i) net proceeds from the sale, transfer, disposition, conveyance or refinancing of all or any portion of any Property; (ii) Loss Proceeds in respect of a Casualty or Condemnation of all or any portion of the Properties, if such proceeds are not used to rebuild or restore such Properties, or are not governed by another document in accordance with Section 3.2.2; (iii) net proceeds from the issuance of any debt or equity securities by Borrower; (iv) net proceeds from the incurrence of any indebtedness for borrowed money by Borrower; or (v) any net proceeds from a transaction or arrangement with any Person whereby Borrower shall sell or transfer any Property and then or thereafter rent or lease back the same Pro- perty which it intends to use for substantially the same purposes as the Pro- perty sold or transferred; provided that all such proceeds shall be net of reasonable out-of-pocket transaction costs and income or other taxes payable by Borrower as a result of such Capital Event and, in the case of the sale or other disposition of any Property, net of payment of any debt secured by such Property or Properties.

Capital Event Proceeds means the net proceeds of a Capital Event, following reduction for:

Capital Event Proceeds shall consist of the net amount of cash received by the Company from the sale, exchange, refinancing, condemnation, casualty loss or other disposition by the Company of its assets outside of the ordinary course of business, less (i) the portion thereof disbursed by the Manager for the payment of the Company’s debts and expenses and (ii) such other reserves as the Manager may see fit to establish, which shall be no more than eighty percent (80%) of the Available Cash. “Unreturned Capital” consists of so much of a Member’s Capital Contributions that have not been returned to such Member by way of distributions under paragraph (c) and Section 12.3(b), below.

Capital Event Proceeds means, without duplication of any items, all payments and proceeds received by or for the account of Lessee for or in respect of (i) any Casualty (excluding the proceeds from any business interruption insurance coverage), (ii) any Appropriation (except to the extent representing an Award for loss of revenues or income during the period of any temporary Appropriation), (iii) any sale, transfer or other disposition of all or substantially all of Lessee’s leasehold interest in the Premises or this Lease, (iv) any sale, transfer or other disposition of any capital assets or other items, other than in the ordinary course of the business of operation of the Hotel; (v) any recovery under any policy of insurance maintained by Lessee with respect to the Premises (excluding the proceeds from any business interruption insurance coverage), or (vi) any Lessee Loan or any Equipment Financing. Subject to compliance by Lessee with the provisions of Section 17 with respect to any Casualty Proceeds or Award, the requirements of this Lease that the Hotel be operated at all times as a Luxury Hotel, and any other express provisions of this Lease, Lessee shall have the exclusive right to use and apply any Capital Event Proceeds in Lessee’s sole discretion.