Common use of Capital Commitments; Capital Contributions Clause in Contracts

Capital Commitments; Capital Contributions. (a) Each Member’s Capital Commitment shall be set forth on Schedule D and on the Member List. Each Member’s initial Capital Contributions shall be set forth on Schedule C. In exchange for each Member’s Capital Commitment, each Member has received an interest in the Company, including such Member’s interest in the capital, income, gains, losses, deductions and expenses of the Company, the right to designate, appoint, remove and replace Board Members and their respective successors and the right to vote, if any, on certain Company matters, in each instance in accordance with and subject to the terms and conditions of this Agreement. There will only be one class of interests in respect of and issued by the Company. Each Member’s Capital Contribution shall be subject to Board Approval and shall be made from time to time upon no less than three (3) Business Days prior notice from the Administrative Agent (or any other Person with the power and authority to call the Capital Commitments) specifying (i) the amount then to be paid, (ii) the intended use of such funds (including for the making or purchasing interests in Investments on behalf of the Company, any Subsidiary or Alternative Investment Vehicle, payment of Expenses, and payment of indemnification and/or other obligations), and (iii) the due date for the related Capital Contribution (each, a “Capital Call Notice”); provided that, the Board shall not authorize any Capital Contribution from a Member unless a related capital call is made on all other Members, pro rata, based upon their respective Capital Commitments; provided further that to the extent that the intended use of any such capital call is to avoid an adverse consequence under the Credit and Security Agreement, the Capital Contributions with respect to such capital call shall not exceed 10% of the Advances Outstanding (as such term is defined in the Credit and Security Agreement) as of the date of such capital call. Each Capital Contribution shall be payable in cash in U.S. dollars or, with Board Approval, in in-kind contributions of Investments or other assets at a value and pursuant to transfer documentation approved by the Board. For the avoidance of doubt, for purposes of calculating the unpaid balances of the Capital Commitments, in-kind contributions will carry the value approved by the Board at the time the contribution is made. Capital Contributions shall be made by all Members pro rata based on their respective Capital Commitments.

Capital Commitments; Capital Contributions. (a) Each Member’s Capital Commitment shall be set forth on Schedule D and on the Member List. Each Member’s 's initial Capital Contributions shall be set forth on Schedule C. In exchange for each Member’s 's Capital Commitment, each Member has received an interest in the Company, including such Member’s interest in the capital, income, gains, losses, deductions and expenses of the Company, the right to designate, appoint, remove and replace Board Members and their respective successors and the right to vote, if any, on certain Company matters, in each instance in accordance with and subject to the terms and conditions of this Agreement. There will only be one class of interests in respect of and issued by the Company. Each Member’s Capital Contribution shall be subject to Board Approval and shall be made from time to time upon no less than three five (35) Business Days prior notice from the Administrative Agent (or any other Person with the power and authority to call the Capital Commitments) specifying (i) the amount then to be paid, (ii) the intended use of such funds (including for the making or purchasing interests in Investments on behalf of the Company, any Subsidiary or Alternative Investment Vehicle, payment of Expenses, and payment of indemnification and/or other obligations), and (iii) the due date for the related Capital Contribution (each, a “Capital Call Notice”); provided that, except in the case of a Member’s repayment of the amount of any Temporary Advance pursuant to Section 3.2, the Board shall not authorize any Capital Contribution from a Member unless a related capital call is made on all other Members, pro rata, based upon their respective Capital Commitments; provided further that to the extent that the intended use of any such capital call is to avoid an adverse consequence under the Credit Loan and Security Agreement, the Capital Contributions with respect to such capital call shall not exceed 10% of the Advances Outstanding (as such term is defined in the Credit Loan and Security Agreement) as of the date of such capital call. Each Capital Contribution shall be payable in cash in U.S. dollars or, with Board Approval, in in-kind contributions of Investments or other assets at a value and pursuant to transfer documentation approved by the Board. For the avoidance of doubt, for purposes of calculating the unpaid balances of the Capital Commitments, in-kind contributions will carry the value approved by the Board at the time the contribution is made. Except in the case of a Member’s repayment of the amount of any Temporary Advance pursuant to Section 3.2, Capital Contributions shall be made by all Members pro rata based on their respective Capital Commitments.

Capital Commitments; Capital Contributions. The Company is authorized to issue Common Units in the Company from time to time to Members in exchange for Capital Contributions or a commitment of a Member to make certain Capital Contributions (a) Each Member’s each, a "Capital Commitment shall Commitment"), as may be unanimously determined by the Board of Managers in its sole discretion, and subject to the approval of the Unit Holders as set forth on Schedule D and on the Member Listin this Agreement. Each Member’s The initial Capital Contributions shall be Contributions, Capital Commitments, number and class of Units and Percentage Interest of each Member are set forth opposite such Member's (or, as applicable, any Economic Interest Owner's) name on Schedule C. In exchange for each Member’s Capital CommitmentExhibit A to this Agreement, each Member has received an interest which Exhibit A may be amended from time to time by the Board to accurately reflect any additional contributions to the capital of the Company, issuance or Transfer of Units in the Company, including such Member’s interest the admittance of any additional or substitute Members (and issuance of additional Units in the capital, income, gains, losses, deductions and expenses of the Company, the right to designate, appoint, remove and replace Board Members and their respective successors and the right to vote, if any, on certain Company matters, in each instance connection therewith) in accordance with the terms contained herein and the Act. In furtherance thereof, the Board of Managers may admit to the Company additional Members, from time to time, subject to the terms and conditions of this Agreement. There will only be one class of interests in respect of and issued by the Company. Each Member’s Capital Contribution shall be subject to Board Approval and shall be made from time to time upon no less than three (3) Business Days prior notice from the Administrative Agent (or any other Person with the power and authority to call the Capital Commitments) specifying following: (i) the amount then to be paid, affirmative vote of all Unit Holders; (ii) each additional Member shall execute an instrument satisfactory to the intended use Board of such funds (including for the making or purchasing interests in Investments on behalf Managers accepting and adopting all of the Company, any Subsidiary or Alternative Investment Vehicle, payment terms and provisions of Expenses, and payment of indemnification and/or other obligations), and this Agreement; (iii) each additional Member shall pay any reasonable expenses in connection with his, her or its admission as a new Member as the due date for Board of Managers shall require; and (iv) each additional Member shall purchase Units in the related Company by making a Capital Contribution or Capital Commitment in such amount and on such terms as the Board of Managers unanimously determines to be appropriate in its discretion. Notwithstanding the foregoing, in connection with any costs associated with the Stage 1 Trial Program at any time after the Effective Date, upon request from SHC, Cadiz shall fund Capital Contributions on SHC's behalf in the form of one or more loans to SHC (each, a “Capital Call Notice”"Stage 1 Loan"); provided that. If SHC requests that Cadiz fund any Stage 1 Loan, the Board it shall not authorize bear interest at a rate of eight percent (8%) per annum and prior to any Capital Contribution from a Member unless a related capital call is made on all other Members, pro rata, based upon their respective Capital Commitments; provided further that Distributions to the extent that Members or the intended use repayment of any such capital call is to avoid Preferred Loans, Cadiz shall receive Distributions of Distributable Cash in an adverse consequence under the Credit and Security Agreement, the Capital Contributions with respect amount equal to such capital call shall not exceed 10% of the Advances Outstanding (as such term is defined in the Credit and Security Agreement) as of the date of such capital call. Each Capital Contribution shall be payable in cash in U.S. dollars or, with Board Approval, in in-kind contributions of Investments or other assets at a value and pursuant to transfer documentation approved by the Board. For the avoidance of doubt, for purposes of calculating the unpaid balances of the Capital Commitments, in-kind contributions will carry the value approved by the Board at the time the contribution is made. Capital Contributions shall be made by all Members pro rata based on their respective Capital CommitmentsStage 1 Loan plus any accrued interest thereon.

Capital Commitments; Capital Contributions. (a) Each Member’s Capital Commitment shall be set forth on Schedule D and on the Member List. Each Member’s initial Capital Contributions shall be set forth on Schedule C. In exchange for each Member’s Capital Commitment, each Member has received an interest in the Company, including such Member’s interest in the capital, income, gains, losses, deductions and 12 expenses of the Company, the right to designate, appoint, remove and replace Board Members and their respective successors and the right to vote, if any, on certain Company matters, in each instance in accordance with and subject to the terms and conditions of this Agreement. There will only be one class of interests in respect of and issued by the Company. Each Member’s Capital Contribution shall be subject to Board Approval and shall be made from time to time upon no less than three (3) Business Days prior notice from the Administrative Agent (or any other Person with the power and authority to call the Capital Commitments) specifying (i) the amount then to be paid, (ii) the intended use of such funds (including for the making or purchasing interests in Investments on behalf of the Company, any Subsidiary or Alternative Investment Vehicle, payment of Expenses, and payment of indemnification and/or other obligations), and (iii) the due date for the related Capital Contribution (each, a “Capital Call Notice”); provided that, the Board shall not authorize any Capital Contribution from a Member unless a related capital call is made on all other Members, pro rata, based upon their respective Capital Commitments; provided further that to the extent that the intended use of any such capital call is to avoid an adverse consequence under the Credit and Security Agreement, the Capital Contributions with respect to such capital call shall not exceed 10% of the Advances Outstanding (as such term is defined in the Credit and Security Agreement) as of the date of such capital call. Each Capital Contribution shall be payable in cash in U.S. dollars or, with Board Approval, in in-kind contributions of Investments or other assets at a value and pursuant to transfer documentation approved by the Board. For the avoidance of doubt, for purposes of calculating the unpaid balances of the Capital Commitments, in-kind contributions will carry the value approved by the Board at the time the contribution is made. Capital Contributions shall be made by all Members pro rata based on their respective Capital Commitments.. (b) Capital Contributions made in cash which are not used for their intended purpose or for any other purpose permitted by the terms of this Agreement shall be returned to the Members within ninety (90) days in the same proportion in which made, in which case such amounts shall be added back to the unfunded Capital Commitments of the Members and may be recalled by the Company as set forth in this Article 3; provided, however, that no such amount shall be paid to a Member that is, or has been, a Defaulting Member at any time during such ninety (90) day period. Capital Contributions which have been returned to Members also may be recalled to the extent provided by Section 5.3(a). (c) The Members shall under no circumstance be obligated to make Capital Contributions to the Company in excess of their respective Capital Commitments. (d) During the Investment Period, the Company may request Capital Contributions to fund the purchase of Investments and, to the extent that Expenses are not reimbursed by the obligor of an Investment made by the Company, to pay Expenses. After the end of the Investment Period, the Members shall be released from any further obligations to make Capital Contributions with respect to their Capital Commitments, except to (i) fund a pending Capital Call Notice; (ii) fund an Investment that the Company has committed to prior to the termination of the Investment Period; (iii) fund an Investment under active consideration pursuant to a memorandum of understanding or letter of intent, whether or not binding, by the Company prior to the end of the Investment Period; and (iv) take any actions in clauses (ii) , (iii), (v) and (vi)