ADDITIONAL CAPITAL CONTRIBUTIONS / MEMBERS' LOANS Sample Clauses

ADDITIONAL CAPITAL CONTRIBUTIONS / MEMBERS' LOANS. A. Other than as expressly set forth in this Article III, no Member shall be required to make any Additional Capital Contributions or Members' Loans to the Company. B. At any time and from time to time after the date hereof, any Member may (but shall not be obligated to) make Additional Capital Contributions or Members' Loans to the Company, if (1) in the opinion of the Management Committee such contributions or loans are needed by the Company in furtherance of any Company purpose, and (2) the Management Committee approves any such contribution or loan in writing. C. If a Member makes any Additional Capital Contributions in accordance with the foregoing provisions, such contributions will not increase such Member's Participation Percentage, will be entitled to the priorities described in Article V hereof, and unless otherwise agreed at the time of the making thereof, will be entitled to a compounded preferred return thereon equal to the fluctuating prime rate of interest announced from time to time by The Wall Street Journal (or, if The Wall Street Journal is no longer published, the prime rate published in a publication of national circulation selected by the Management Committee) plus two percent (2%), or as otherwise set and approved by the Management Committee. D. If any Member advances any funds to the Company after the date of this Agreement (except as provided for in Sections 3.7. hereof, and except in the case of Additional Capital Contributions), such advances will be treated as Members' Loans, will not increase such Member's Participation Percentage, and the amount thereof will be a debt due from the Company to such Member, entitled to the priorities described in Article V hereof, to be repaid with interest thereon accruing at the fluctuating prime rate of interest announced from time to time by The Wall Street Journal (or, if The Wall Street Journal is no longer published, the prime rate published in a publication of national circulation selected by the Management Committee) plus two percent (2%), or as otherwise set and approved by the Management Committee.
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ADDITIONAL CAPITAL CONTRIBUTIONS / MEMBERS' LOANS. (A) Unless agreed to by all the Members, no Member shall be required to make any Capital Contributions or Members' Loans to the Company. It is understood that WWWX had loaned to JenCom in connection with the Purchased Assets a $900,000.00 ten-year interest free loan and that said loan has been transferred to the Company. The loan is to be repaid at the earliest of the following: (1) ten years from March 15, 1999, or (2) an investment into the Company of a minimum of $10,000,000, or (3) the sale of any asset by the Company exceeding $5,000,000. The $900,000 will be recorded as an interest free members' loan which will be further used by the Manager in connection with the operations and development of the Company as a member loan. (B) At any time and from time to time after the date hereof, any Member may (but shall not be obligated to) make Additional Capital Contributions or Members' Loans to the Company, if the Members unanimously approve in advance each such Additional Capital Contribution and Members' Loans. (C) If any Member advances any funds to the Company after the date of this Agreement (except in the case of Additional Capital Contributions) with the approval of all the Members, such advances will be treated as Members' Loans, will not increase such Members membership interest, and the amount thereof will be a debt due from the Company to such Member, to be repaid with interest thereon accruing at the fluctuating prime rate of interest published from time to time by The Wall Street Journal (or, if The Wall Street Journal is no longer published, the prime rate published in a publication of national circulation selected by the Manager) plus two percent (2%), or as otherwise unanimously approved by the Members.
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ADDITIONAL CAPITAL CONTRIBUTIONS / MEMBERS' LOANS. (A) Unless agreed to by all the Members, no Member shall be required to make any Capital Contributions or Members' Loans to the Company. (B) At any time and from time to time after the date hereof, any Member may (but shall not be obligated to) make Additional Capital Contributions or Members' Loans to the Company, if the Required Members approve in advance each such Additional Capital Contribution and Members' Loans. (C) If any Member advances any funds to the Company after the date of this Agreement (except in the case of Additional Capital Contributions) with the approval of the Required Members, such advances will be treated as Members' Loans, will not increase such Members membership interest, and the amount thereof will be a debt due from the Company to such Member, to be repaid with interest thereon accruing at the fluctuating prime rate of interest published from time to time by The Wall Street Journal (or, if The Wall Street Journal is no longer published, the prime rate published in a publication of national circulation selected by the Manager) plus two percent (2%), or as otherwise unanimously approved by the Members.
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Related to ADDITIONAL CAPITAL CONTRIBUTIONS / MEMBERS' LOANS

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

  • 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:

  • Member Capital Contributions (Check One)

  • 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 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.

  • 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.

  • Initial Capital Contribution The initial Capital Contribution of the Original Member as of the date of this Agreement will be $ .

  • Additional Capital Contributions and Issuances of Additional Partnership Interests Except as provided in this Section 4.2 or in Section 4.3, the Partners shall have no right or obligation to make any additional Capital Contributions or loans to the Partnership. The General Partner may contribute additional capital to the Partnership, from time to time, and receive additional Partnership Interests in respect thereof, in the manner contemplated in this Section 4.2.

  • 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.

  • 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).

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