Additional Capital Contributions and Member Loans Sample Clauses

Additional Capital Contributions and Member Loans. (a) The Members shall make an additional Capital Contributions upon the request of a majority of the Members and in amounts proportionate to the Members’ respective Percentage Interests to the Company. (b) No additional contribution of capital pursuant to this Article II shall increase the Percentage Interest allocable to such Member pursuant to Section 2.2 hereof. (c) The Members may make loans to the Company upon the approval of a majority of the Members.
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Additional Capital Contributions and Member Loans. In the event that a Member becomes a Non-Contributing Member with respect to an obligation to make a cash Additional Capital Contribution under Section 6.2 hereof, then following the expiration of any applicable grace or cure period expressly set forth in Section 6.3 hereof, the Contributing Member may, but shall not have the obligation to, pay, for and on behalf of the Non-Contributing Member, an amount equal to the amount which the Non- Contributing Member has failed to contribute to the capital of the Company, and the amount so paid by the Contributing Member on its own behalf and on behalf of the Non-Contributing Member shall (x) constitute a loan to the Company (a "Member Loan”). Any such loan to the Company shall be transferable to an Affiliate of the Contributing Member at any time and shall bear interest on the unpaid principal balance thereof at an annual rate (compounding monthly) equal to the lesser of (A) the then maximum rate permitted on such debts under the laws of the State of Delaware, or (B) six percent (6%) over the Prime Rate in effect on the date on which the Contributing Member makes such loan; provided, however, that the Prime Rate shall be adjusted and determined on the last day of each calendar month while any part of such loan or any interest accrued thereon remains outstanding, and such loan shall bear interest on the unpaid principal balance thereof from the first day of the next succeeding calendar month through the last day of such next succeeding calendar month at an annual rate (compounding monthly) equal to the lesser of (I) the then maximum rate permitted on such debts under the laws of the State of Delaware or (II) six percent (6%) over the Prime Rate as so determined. Notwithstanding the provisions of Articles 7 and 9 hereof, and any other provision hereof to the contrary, until any such loan and all interest accrued thereon has been paid to the Contributing Member making such loan, no distributions of cash, in liquidation or otherwise, shall be made by the Company to the Members, and all such distributions to which the Members would otherwise be entitled under this Agreement shall be distributed by the Company to the Contributing Member making such loan and shall be applied first to the payment of all accrued and unpaid interest on such loan and then to the payment of the principal amount of any such loan.
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Additional Capital Contributions and Member Loans. Except as provided in this SECTION 3.2, the Members shall have no right and no obligation to make additional Capital Contributions to the Company. It is the intention of the Members that the Company obtain the funds necessary to carry out its business from the initial Capital Contributions of the Members pursuant to SECTION 3.1, from income attained through pursuit of the Company's business and from third-party lenders (to the extent permitted by the documents and agreements governing the indebtedness that may be incurred by the Company) in the form of operating and other loans. However, in the event that the Board from time to time determines pursuant to this SECTION 3.2 that the Company needs additional funds and that such funds are not available from the above-described sources, the following provisions shall apply:
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Additional Capital Contributions and Member Loans. (a) Mandatory Only If Included in Business Plan. Each Member will make additional capital contributions (‘‘Additional Capital Contributions’’) or loans (‘‘Member Loans’’) to the Company in accordance with its Member Interest, but only in the amounts and at the times set forth in the Business Plan as it may be amended from time to time. Neither Member is otherwise required to contribute capital or make Member Loans to the Company. Sections 5.4 and 5.8 set forth detailed provisions for the development, revision and approval of the Business Plan. The Model JV Agreement assumes that the Business Plan will deal with the need for, and the methods for raising, Additional Capital Contributions or Member Loans. If a business plan has not been adopted or approved at the time a joint venture agreement is signed, the drafter should consider an additional provision that deals with the circumstances in which additional capital contributions or loans can be made and tie them to the management provisions of Article 5 (see Sections 5.4 and 5.5). If each member has an equal vote, such an additional provision may be unnecessary since the recognition of a need for additional capital, as well as how it should be raised, will all be subject to future agreement of the members.
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Additional Capital Contributions and Member Loans. (a) The Members acknowledge that the LLC may require additional funds for the regular operations or in order to expand or further develop the Business of the LLC. In such event, the Members may elect: (i) by Majority Vote, allow Members to make a loan to the LLC on a pro rata basis as determined by each Members’ Percentage Interest at the times of such loan (a “Member Loan”). Each Member Loan shall bear interest at the rate of two percent (2%) per annum in excess of the Prime Rate reported in The Wall Street Journal, adjusted daily so long as such Member Loan remains outstanding; or (ii) by Majority Vote, to make additional capital contributions (such amounts referred to herein as “Additional Capital Contributions”). Additional Capital Contributions shall bear interest at the rate of two percent (2%) per annum in excess of the Prime Rate reported in The Wall Street Journal adjusted daily. The Percentage Interests of the Members shall not be changed or otherwise affected by the funding or failure to fund Additional Capital Contributions pursuant to this Section 5 2(a)(ii). Except as provided in this Section 5.2, no Member shall be required, nor entitled, to make (i) any Additional Capital Contributions, or (ii) any Member Loans to the LLC. (b) The Member Loans shall be repaid pursuant to Article IX hereof.
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Additional Capital Contributions and Member Loans 
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Related to Additional Capital Contributions and Member Loans

  • Additional Capital Contributions No Member shall be required to make additional capital contributions. A Member may make additional capital contributions to the Company.

  • Capital Contributions Capital Accounts The capital contribution of the Sole Member is set forth on Annex A attached hereto. Except as required by applicable law, the Sole Member shall not at any time be required to make additional contributions of capital to the Company. The capital accounts of the members shall be adjusted for distributions and allocations made in accordance with Section 8.

  • Capital Contributions and Capital Accounts (a) The capital contributions of each party shall be all amounts paid by it pursuant to the Agreement. With respect to each oil and gas property and the related assets subject to the Agreement, each party shall be treated as having contributed to the tax partnership an amount of cash equal to such party's share of any Lease acquisition or other property costs and the tax partnership shall be treated as having purchased such property from the party to whom such amounts are paid. (b) An individual capital account shall be maintained for each party in accordance with the following: (i) The capital account of each party shall, except as otherwise provided herein, be (A) credited by the amount of cash and fair market value of any property contributed to the tax partnership (net of any liabilities assumed by the parties hereto or to which such property is subject at the time of contribution) as provided in subparagraph (a) of this paragraph 4, and (B) credited with the amount of any item of taxable income or gain and the amount of any item of income or gain exempt from tax allocated to such party. (ii) The capital account of each party shall be debited by (A) the amount of any item of tax deduction or loss allocated to such party, (B) such party's allocable share of expenditures not deductible in computing taxable income and not properly chargeable as capital expenditures, including any non-deductible book amortizations of capitalized costs, and (C) the amount of cash or the fair market value of any property (net of any liabilities assumed by such party or to which such property is subject at the time of distribution) distributed to such party (after making the adjustment provided in subparagraph (b)(iii) in this paragraph 4). (iii) Immediately prior to any distribution of property that is not pursuant to a liquidation of the tax partnership, the parties' capital accounts shall be adjusted by assuming that the distributed assets were sold for cash at their respective fair market values as of the date of distribution and crediting or debiting each party's capital account with its respective share of the hypothetical gains or losses resulting from such assumed sales determined in the same manner as gains or losses provided for under paragraphs 4(b)(iv) and 6 for actual sales of such properties. (iv) The allocation of basis prescribed by Section 613A(c)(7)(D) of the Code and provided for in paragraph 6 hereinbelow and each party's depletion deductions shall not reduce such party's capital account, but such party's capital account shall be decreased by an amount equal to the product of (A) the depletion deductions that would otherwise be allocable to the tax partnership in the absence of Section 613A(c)(7)(D) of the Code (computed without regard to any limitations which theoretically could apply to any party) and (B) such party's percentage share of the adjusted basis of the property with respect to which such depletion is claimed (herein called "Simulated Depletion"). The tax partnership's basis in any oil or gas property, as adjusted from time to time for Simulated Depletion, is herein called "Simulated Basis." No party's capital account shall be decreased, however, by Simulated Depletion deductions attributable to any depletable property to the extent such deductions exceed such party's remaining Simulated Basis in such property. Upon the sale or other disposition of an interest in a depletable property, each party's capital account shall be credited with the gain ("Simulated Gain") or debited with the loss ("Simulated Loss") determined by subtracting from its allocable share of the amount realized on such sale or disposition its Simulated Basis, as adjusted by Simulated Depletion. (v) Any adjustments of basis of property provided for under Sections 734 and 743 of the Code and comparable provisions of state law (resulting from an election under Section 754 of the Code or comparable provisions of state law) shall not affect the capital accounts of the parties, and the parties' capital accounts shall be debited or credited as if no such election had been made unless otherwise required by applicable Treasury Regulations. (vi) Capital accounts shall be adjusted, in a manner consistent with subparagraph (b) of this paragraph 4, to reflect any adjustments in items of income, gain, loss or deduction that result from amended returns filed by the tax partnership or pursuant to an agreement with the Internal Revenue Service or a final court decision. (vii) In the case of property contributed to the tax partnership by a party, the parties' capital accounts shall be debited or credited for items of depreciation, Simulated Depletion, amortization and gain or loss with respect to such property computed in the same manner as such items would be computed if the adjusted tax basis of such property were equal to its fair market value on the date of its contribution to the tax partnership, in lieu of the capital account adjustments provided above for such items, all in accordance with Section 704(c) of the Code and Treasury Regulation 1.704-1(b)(2)(iv)(g).

  • Member Capital Contributions (Check One)

  • Members Capital Contributions a) Single-Member Capital Contributions (Applies ONLY if Single-Member): The Member may make such capital contributions (each a “Capital Contribution”) in such amounts and at such times as the Member shall determine. The Member shall not be obligated to make any Capital Contributions. The Member may take distributions of the capital from time to time in accordance with the limitations imposed by the Statutes. b) Multi-Member (Applies ONLY if Multi-Member): The Members have contributed the following capital amounts to the Company as set forth below and are not obligated to make any additional capital contributions:

  • Initial Capital Contributions The Partners have made, on or prior to the date hereof, Capital Contributions and have acquired the number of Class A Units as specified in the books and records of the Partnership.

  • Capital Contributions and Accounts 12 4.1 Capital Contributions..........................................................................12 4.2 Additional Capital Contributions and Issuances of Additional Partnership Interests.............12 4.3

  • No Additional Capital Contributions Except as otherwise provided in this Article V, no Partner shall be required to make additional Capital Contributions to the Partnership without the consent of such Partner or permitted to make additional capital contributions to the Partnership without the consent of the General Partner.

  • Capital Contributions of the Partners (a) The General Partner and Initial Limited Partner have made the Capital Contributions as set forth in Exhibit A to this Agreement. (b) To the extent the Partnership acquires any property by the merger of any other Person into the Partnership or the contribution of assets by any other Person, Persons who receive Partnership Interests in exchange for their interests in the Person merging into or contributing assets to the Partnership shall become Partners and shall be deemed to have made Capital Contributions as provided in the applicable merger agreement or contribution agreement and as set forth in Exhibit A, as amended to reflect such deemed Capital Contributions. (c) Each Partner shall own Partnership Units in the amounts set forth for such Partner in Exhibit A and shall have a Percentage Interest in the Partnership as set forth in Exhibit A, which Percentage Interest shall be adjusted in Exhibit A from time to time by the General Partner to the extent necessary to reflect accurately exchanges, additional Capital Contributions, the issuance of additional Partnership Units or similar events having an effect on any Partner’s Percentage Interest. (d) The number of Partnership Units held by the General Partner, in its capacity as general partner, shall be deemed to be the General Partner Interest. (e) Except as provided in Sections 4.2 and 10.5, the Partners shall have no obligation to make any additional Capital Contributions or provide any additional funding to the Partnership (whether in the form of loans, repayments of loans or otherwise) and no Partner shall have any obligation to restore any deficit that may exist in its Capital Account, either upon a liquidation of the Partnership or otherwise.

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