Common use of Allocation of Gross Receipts Clause in Contracts

Allocation of Gross Receipts. Subject to any rights and remedies of Distributor as set forth in this Agreement, Distributor shall, on an ongoing and continuing basis, deduct and allocate the following items from Gross Receipts from each Funded Qualifying Project, on a continuing basis in the following order of priority (the “Waterfall”): 6.3.1 First, to the payment of any required Third Party Payments, including, without limitation, any Co-Financing Participations that are included in such Third Party Payments; provided however, that all unreimbursed Third Party Payments and Co-Financing Participations paid or earned prior to or during such Accounting Period shall be retained by Distributor; provided further, however, that if a Co-Financing Transaction requires that such Co-Financing Participation be paid at a higher or lower level of the Waterfall, then such Co-Financing Participation shall, with respect to the Gross Receipts received in connection with such applicable Funded Qualifying Project, be deducted and paid to such co-financing participant at such applicable level of the Waterfall; provided further, however, that if the contractual arrangements relating to a Third Party Payment require that such Third Party Payment be paid at a higher or lower level of the Waterfall, then such Third Party Payment shall, with respect to the Gross Receipts received in connection with such applicable Funded Qualifying Project, be deducted and paid to such the applicable third party participant at such applicable level of the Waterfall. 6.3.2 Second, to Distributor on account of the Distribution Fee for such Accounting Period; 6.3.3 Third, To Distributor on account of all unreimbursed Distribution Expenses paid or incurred during or prior to such Accounting Period shall be retained by Distributor (for purposes of the foregoing, “incurred” shall mean Distribution Expenses that Distributor is obligated to pay to third parties prior to or during the applicable Accounting Period), which amounts shall include all unreimbursed Third Party Payments paid or earned prior to or during such Accounting Period (for purposes of the foregoing, “earned” shall mean with respect to third parties the amount that Distributor is contractually obligated to pay to such third parties as a result of the calculation of revenues and expenses recognized, or events occurring, during the Accounting Period in question, and, with respect to Residuals, amounts that Distributor is contractually obligated to pay pursuant to collective bargaining agreements with all applicable guilds as a result of the calculation of revenues and expenses recognized during the Accounting Period in question); and