Common use of Participating Interest Clause in Contracts

Participating Interest. The Grantor hereby reserves in favour of the Grantee an interest in any TWL Compensation (as that term is defined in the TWL Compensation Agreement) actually received by the Grantor (the “Participating Interest”) which Participating Interest shall be equal to 3.87% of any TWL Compensation received by the Grantor from time to time, subject to the following terms and conditions: (a) The Participating Interest shall be free and clear of all liens, claims or encumbrances. (b) Each payment with respect to the Participating Interest shall be made within thirty (30) days of actual receipt by the Grantor of any payment from Tetrarch pursuant to the TWL Compensation Agreement. For greater certainty, the Grantor’s obligation to pay the Participating Interest to the Grantee only arises if, as and when payment(s) are received by the Grantor pursuant to the TWL Compensation Agreement. (c) Subject to Paragraph 2 below, the Participating Interest shall remain in force and effect until the Grantee shall have received the sum of U.S.$599,850 (the “Maximum Interest”) from the Grantor pursuant to the terms of this Agreement. (e) The Grantee shall have no right to assign, sell, transfer or convey, however accomplished (whether directly or indirectly), the Participating Interest granted under this Agreement without the prior written consent of the Grantor.