Balance Owed by Partner Sample Clauses

Balance Owed by Partner. Except as provided below, should ----------------------- the General Partner have a deficit balance in the General Partner's Capital Account following the liquidation of its interest in the Partnership [as defined in Reg. (S)1.704 1(b)(2)(ii)(g)], as determined after taking into account all proper Capital Account adjustments for the Partnership taxable year during which such liquidation occurs (or, if later, through the date of the final distribution in liquidation of the General Partner's interest), other than the adjustment made for contributions by the General Partner pursuant to this Section 13.3, the deficit balance shall represent an obligation from the General Partner to the Partnership to be paid in cash no later than the last day of the Partnership taxable year during which such liquidation occurs [or, if later, no later than ninety (90) days after the date of such liquidation]. Any Limited Partner with a deficit balance in such Limited Partner's Capital Account following the liquidation of such Limited Partner's interest in the Partnership, to the extent attributable to a general partner interest which was converted to that of a limited partner interest in accordance with Section 12.10 above, shall be obligated to restore such deficit balance to the extent of the aggregate liability, if any, of such Limited Partner to Partnership creditors, as determined by law as of the date of the liquidation of such Limited Partner's interest in the Partnership, and by taking into account any and all assets of the Partnership (other than any asset which consists of the obligation of such Limited Partner to make a contribution pursuant to this Section 13.3) which are then available (or which will thereafter be available) to satisfy, in whole or in part, the indebtedness of the Partnership to which such creditors' claims relate. No other Limited Partner shall be obligated to restore a deficit balance in its Capital Account in its capacity as a Limited Partner following the liquidation of such Limited Partner's interest in the Partnership.
Sample 1
AutoNDA by SimpleDocs

Related to Balance Owed by Partner

  • Capital Contributions; Percentage Interest The Members shall make contributions to the Company in an amount approved by the Members. No Member shall be required or permitted to make any additional contributions without the consent of all of the Members. The percentage interest of each Member in the Company shall be as set forth in the books and records of the Company, as amended from time to time by Managing Member consent.

  • Initial Capital Contribution and Ownership The Trust Beneficial Owner has paid or has caused to be paid to, or to an account at the direction of, the Trustee, on the date hereof, the sum of $15 (or, in the case of Notes issued with original issue discount, such amount multiplied by the issue price of the Notes). The Trustee hereby acknowledges receipt in trust from the Trust Beneficial Owner, as of the date hereof, of the foregoing contribution, which shall be used along with the proceeds from the sale of the series of Notes to purchase the Funding Agreement. Upon the creation of the Trust and the registration of the Trust Beneficial Interest in the Securities Register (as defined in the Trust Agreement) by the Registrar in the name of the Trust Beneficial Owner, the Trust Beneficial Owner shall be the sole beneficial owner of the Trust.

  • Initial Capital Contribution On March 7, 2007, the Member made a capital contribution of One Hundred Dollars ($100.00) to the Company, and, as consideration therefor, the Member received a percentage interest of One Hundred Percent (100%) in the Company.

  • Capital Contributions of the Partners (a) The Partners have made the Capital Contributions as set forth in Exhibit A.

  • Capital Contributions Persons seeking to become a Member shall be required to purchase or acquire Shares and make capital contributions in such forms and in such amounts and at such times as the Board may require, if any, in its sole discretion (any, a “Capital Contribution”) whereupon a capital account for a new Member will be established, and, if applicable, accreted, in the amount of such Member’s Capital Contribution or based upon the fair market value of property contributed, and the new Member shall be issued a number of Class A Ordinary Shares as determined by the Board, and the Board shall update Exhibit A attached hereto accordingly. The provisions of this Section 3.1 are solely intended for the benefit of the Members and, to the fullest extent permitted by law, shall not be construed as conferring any benefit upon any creditor of the Company (and no such creditor shall be a third-party beneficiary of this Agreement). The Members shall have no duty or obligation to any creditor of the Company to make any contribution to the Company.

  • Member and Capital Contribution The name and the business address of the Member and the amount of cash or other property contributed or to be contributed by the Member to the capital of the Company are set forth on Schedule A attached hereto and shall be listed on the books and records of the Company. The managers of the Company shall be required to update the books and records, and the aforementioned Schedule, from time to time as necessary to accurately reflect the information therein. The Member shall not be required to make any additional contributions of capital to the Company, although the Member may from time to time agree to make additional capital contributions to the Company.

  • Capital Contributions Distributions 10 SECTION 5.1

  • Initial Capital Contributions (a) The Partners have made, on or prior to the date hereof, Capital Contributions and, in exchange, the Partnership has issued to the Partners 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.

  • Percentage Interest Ownership of the Company shall be divided into, represented by, and each Member’s Percentage Interest shall be expressed in Units of the Company. The name, address, Units and Percentage Interest of each Member are set forth on Exhibit “A” attached hereto, which may be amended from time to time as necessary to reflect changes in the Percentage Interests and Units held by the Members.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!