Capital Contributions and Financing Sample Clauses

Capital Contributions and Financing. (a) Any Venture formed will require capital contributions and financing for the development, acquisition and construction of its Amphitheatre(s), including costs to purchase, lease or use property, prepare plans and specifications for the Amphitheatre(s), and construct the Amphitheatre(s) ("Required Financing"). Prior to the commencement of this Agreement, PACE and MCA have individually undertaken certain tasks and expended funds for the generation of various work product, goodwill plans, specifications and ideas (collectively "Work Product") relating to the development of Amphitheatres in the Optional Cities (such Work Product existing on the date hereof is referred to as "Existing Work Product"). If a Venture is formed with respect to one or more of the Optional Cities, each party shall contribute its Existing Work Product with respect to such Optional City to such Venture. All Work Product developed during the term of this Agreement ("Joint Work Product") shall be jointly owned by PACE and MCA, and if a Venture is formed, shall be contributed to the Venture and shall have an agreed value to be determined jointly by PACE and MCA, one-half of which will be allocated to each of PACE's and MCA's (or their respective affiliates') capital account. If, prior to the expiration of this Agreement, a Venture is not formed to develop an Amphitheatre in a particular Optional City, then all Work Product relating to such Optional City will be owned jointly by the parties and either party may utilize it for any purpose; provided, that, if following the termination of this Agreement, either party individually acquires an Amphitheatre in an Optional City, it will pay the other party one-half of the Shared Costs incurred under this Agreement. Reference is hereby made to that certain Term Loan Agreement of even date (the "Loan Agreement"), between MCA and PACE Amphitheatres, Inc. ("Borrower"). If (i) at the time of Formation (as defined below) of the Venture formed to construct, purchase, own and/or operate the first Amphitheatre contemplated hereunder Borrower has paid or contemporaneously pays at least 50% of the aggregate principal amounts loaned as of such date under the Loan Agreement (including all accrued interest as of such date), then upon Formation of said Venture, PACE's Existing Work Product with respect to said first Amphitheatre shall be contributed to the capital of said Venture and shall be deemed to have an agreed value of $590,000; (ii) the condition in (...
Sample 1
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Capital Contributions and Financing. 4.1. A capital account shall be established and maintained by the Venture for each Venturer. The initial entries in said capital account, based on the initial cash Capital Contributions of the Venturers to the Venture and the agreed fair market value of certain contract rights and other property contributed to the Venture by Cogen (all such initial cash Capital Contibutions, except for $25,581.19 of the sum included below for PSVO, having been made prior to or as of June 30, 1986) are as follows: Venturer Capital Contribution -------- -------------------- Cogen $1,000,000.00 ECFC $ 877,905.99 CEA $ 614,534.19 PSVO $ 175,581.19 TCC $ 87,790.59 TOTAL $2,755,811.96 Except as hereinafter set forth in this,Section 4.1, such initial Capital Contributions have been made to the Venture, and except for the contribution by Cogen, have been made in cash. The Venture has paid to Cogen the sum of $975,000 to reimburse Cogen for legal, engineering, environmental, general and administrative costs incurred prior to December 31, 1985 in connection with the Project. Such reimbursement to Cogen will not be deemed a return of capital to Cogen. It is acknowledged that PSVO, as of the effective date hereof, has not contributed $25,581.19 of the sum listed above as its initial capital contribution. PSVO agrees to contribute such sum promptly upon execution of the agreements with the PSVO Affiliates as contemplated under Section 12.10(f) hereof (and, as of such date to contribute all other amounts which PSVO would have been required to contribute prior to such date had PSVO actually participated as a venturer prior to such date). 4.2. It is agreed by the Venturers that the fair market value of the Lease and other contracts referred to in Article VII hereof which have been cortributed to the Venture by Cogen is $1,000,000.00 and constitutes Cogen's Capital Contribution to the Venture. 4.3. After the initial Capital Contributions as set forth in Section 4.1 above have been made, the Venturers (other than Cogen) hereby agree to make additional Capital Contributions in cash on an as-needed basis, as called for by the Managing Venturer and as may be approved by Majority Vote of the Venturers, for development costs of the Project, such contributions, when added to the contributions referred to in Section 4.1 above, not to exceed $3,500,000. Such contributions referred to in the immediately preceding sentence shall not exceed an aggregate amount of $200,000. per month. In addition to th...
Sample 1
Capital Contributions and Financing. 10 3.2. Units Upon Execution of Agreement .................................................10 3.3. Loans by a Partner ................................................................10 3.4. Withdrawal of Capital .............................................................10 3.5. Redemption ........................................................................10 3.6. Loans from the Partnership ........................................................11 3.7. Additional Capital Contributions and Admission of New Partners ....................11 ARTICLE 4. ACCOUNTING ....................................................................12
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Capital Contributions and Financing. 3.1. Intentionally left blank.
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Capital Contributions and Financing 
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Related to Capital Contributions and Financing

  • Additional Funds and Capital Contributions 30 SECTION 4.4 NO INTEREST; NO RETURN................................................................... 31 SECTION 4.5 NOTE DEFICIENCY CAPITAL CONTRIBUTION..................................................... 31

  • 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).

  • 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:

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

  • 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 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 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 Capital Contributions (Check One)

  • Capital Contributions and Distributions 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.

  • 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.

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