Common use of Additional Capital Contribution by Non-Defaulting Member Clause in Contracts

Additional Capital Contribution by Non-Defaulting Member. (a) If a Defaulting Member fails to make any Initial Capital Contribution as required in Section 5.1.1 (an "Initial Capital Defaulting Member"), the other Non-Defaulting Member required to make Initial Capital Contributions (an "Initial Capital Non-Defaulting Member") will have the right, exercisable by giving notice to the Initial Capital Defaulting Member within fifteen (15) calendar days after the due date for making the Initial Capital Contribution under Section 5.1.1, to contribute the amount not contributed by the Initial Capital Defaulting Member, pro rata based on the Initial Capital Non-Defaulting Member's then existing Units. To the extent that the Initial Capital Non-Defaulting Member does not exercise the right to make such contribution in full, such right will be exercisable by the other Non-Defaulting Members by giving notice to the other Members within twenty (20) calendar days after the end of such fifteen (15) day period. If the other Non-Defaulting Members elect to make, in the aggregate, more than the remaining amount of the contribution required of the Initial Capital Defaulting Member, then each Member who elects to contribute more than its pro rata share will, in addition, be entitled to contribute a pro rata share of the remaining amount of such contribution (based on the Units of those Members who elected to make such contribution). The Initial Capital Defaulting Member's Percentage Interest and number of Units shall be decreased (and the Non-Defaulting Members' Percentage Interest and number of Units shall be increased commensurately) in accordance with Section 5.5.4(a).

Appears in 4 contracts

Samples: Investor Rights Agreement (Mp3 Com Inc), Investor Rights Agreement (Mp3 Com Inc), Investor Rights Agreement (Mp3 Com Inc)

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