Capital Contributions and Percentage Interests Sample Clauses

Capital Contributions and Percentage Interests. (a) Effective as of the Closing, each of the Members shall make a Capital Contribution to the Company as contemplated by Article II of the Contribution Agreement and the credit balance in the Capital Account of each Member, as a result of such contribution, shall be determined in accordance with Sections 8.1(b). The Percentage Interest of each Class C Member shall be equal to the product, expressed as a percentage, of (i) a fraction, the numerator of which is the credit balance in the Capital Account of such Class C Member determined as set forth in Section 8.1(b) and the denominator of which is the sum of the credit balances in the Capital Accounts of all Class C Members determined as set forth in Section 8.1(b), and (ii) 50. The Percentage Interest of each Class P Member shall be equal to the product of (i) a fraction, the numerator of which is the credit balance in the Capital Account of such Class P Member as determined in accordance with Section 8.1(b) and the denominator of which is the sum of the credit balances in the Capital Accounts of all Class P Members determined as set forth in Section 8.1(b), and (ii) 50. It is the agreement of the parties that (i) the aggregate Percentage Interests of all Class C Members shall equal 50% and the aggregate Percentage Interests of all Class P Members shall equal 50%, (ii) such aggregate Percentage Interests shall not change unless otherwise agreed by the Members and (iii) such aggregate Percentage Interests shall not be affected by the Chevron Pipe Line Contribution. (b) As soon as practicable after the Closing, Chevron and Philxxxx xxxll determine the Capital Account balance of each Member as of the Closing Date which shall be equal to the excess of (x) the Carrying Value of the assets contributed by such Member as of the Closing Date determined in accordance with Section 8.1(c) over (y) the liabilities of the Member that are assumed by the Company in connection with such contribution or to which such assets are subject. (c) As soon as practicable after the Closing, (i) Chevron and Philxxxx xxxll determine the Capital Account balance of each Member as of the Closing Date by determining in accordance with this Section 8.1(c) the Carrying Values as of the Closing Date of the assets contributed effective as of the Closing Date to the Company by each Member pursuant to Article II of the Contribution Agreement and the liabilities of such Member assumed by the Company effective as of the Closing Date and the liabil...

Capital Contributions and Percentage Interests. Each Member has made the contributions to the capital of the Company in the amounts set forth on Exhibit B attached hereto. Each Member has the Percentage Interest set forth on Exhibit B.

Capital Contributions and Percentage Interests. (a) Initial Capital Contributions. ----------------------------- (i) In exchange for their Class A Units and Percentage Interests set forth in Exhibit "A" hereto, Cabrillo, Golden Hills, KSMS-TV, Las Tres, Tierra Alta and Valley Channel (each a "Class A Entity" and collectively "Class A Entities") shall enter into the LMA Agreements and shall contribute to the Company their respective assets and Businesses, as going concerns, including without limitation, their FCC Licenses and Univision Agreements, indicated opposite their respective names on Exhibit "A" hereto (with respect to each Class A Entity collectively referred to as such Class A Entity's "Business" and collectively the "Businesses") and shall receive a capital account credit as set forth below. Such transfer and assignment of the Businesses shall be pursuant to Asset Contribution Agreements between the Company and each Class A Entity (each an "Asset Contribution Agreement"). The allocation of Class A Membership Units to the Class A Entities is derived from the relative net equity values of the Class A Entities set forth in revised Exhibit "D" to the Formation Agreement and upon closing of the Asset Contribution Agreements, such values as set forth on Exhibit "A" attached hereto shall be the initial amount reflected in the contributing Class A Entities capital accounts. The initial capital account of all other Members shall be as set forth on Exhibit "A" attached hereto. By execution hereof, each Member hereby consents to the issuance of Class A Units and Percentage Interest to Valley Channel following consummation of the Merger. The Class A Units, Percentage Interest, and capital account to be issued to Valley Channel shall be inserted in an amended Exhibit "A" upon closing of the Asset Contribution Agreement relating to Valley Channel. (ii) In exchange for their Class A Units and Percentage Interests, the Xxxxx Trust, Xxxxxx Trust and Xxxxxxxxx Children's Gift Trust shall each exchange the respective membership interests held by each trust pursuant to the Original Operating Agreement in exchange for 23,900 Class A Units. (iii) The Company previously loaned $360,366.38 to Golden Hills to facilitate the purchase of a portion of the Xxxxx Estate ownership interest in Golden Hills (the "Xxxxx Interest"). Pursuant to the terms and conditions set forth in Section 1.6 of the Formation Agreement, Xxxxxx has delivered a Secured Promissory Note to the Company in the principal amount of $360,366.38 in exch...

Capital Contributions and Percentage Interests. The Sole Member shall be admitted as the sole Member of the Company without making a contribution or being obligated to make a contribution to the Company. As the single and sole Member of the Company, the Sole Member shall be issued one-hundred (100) Membership Interests, and the initial Percentage Interest of the Sole Member shall be one-hundred percent (100%).

Capital Contributions and Percentage Interests. (As of June 30, 2008) EXHIBIT B (FACE OF CERTIFICATE) CERTIFICATE FOR LLC INTEREST IN VORTEX OCEAN ONE, LLC

Capital Contributions and Percentage Interests. As of the date of this Agreement, each of the Members of each class shall have made a Capital Contribution, if any, to the Company in the amount set forth opposite such Member’s name on Schedule 1, and each Member shall have an initial Percentage Interest of such class as set forth opposite such Member’s name on Schedule 1. Notwithstanding Article Seven, Schedule 1 may be amended from time to time by the Manager, to reflect any additional Capital Contributions and/or any changes to the Members’ respective Percentage Interests in any class (including, for certainty, as a result of Capital Contributions made or deemed to be made by the Members pursuant to Sections 3.3.A and 3.3.C.(i), the dilution of Greenswitch’s Class A Percentage Interest pursuant to Section 3.3.C.(ii) or the reallocation of the Members’ Interests pursuant to Section 3.3.D, it being understood and agreed that at all times the Class A Percentage Interests of each Class A Member will reflect such Class A Member’s proportion of the total Capital Contributions of all Class A Members).

Capital Contributions and Percentage Interests. (a) The Sole Member shall be admitted as the sole member of the Company without making a contribution or being obligated to make a contribution to the Company. (b) The Company shall issue to the Sole Member a certificate representing a Membership Interest in the Company. The “Percentage Interest” of a member of the Company shall mean (i) the number of Membership Interests owned by such member divided by (ii) the aggregate number of outstanding Membership Interests.. As the single and sole member of the Company, the Sole Member shall be issued 100 Membership Interests and the initial Percentage Interest of the Sole member is 100%.

Capital Contributions and Percentage Interests. The names, addresses, Capital Contributions and Percentage Interests of the Members are set forth on Schedule A annexed hereto.

Capital Contributions and Percentage Interests. The percentage interest of each Partner in the profits or losses of the Partnership (“Percentage Interest”) is as follows: Catellus LLC 1 % Company 99 % TOTAL 100 % Contributions to capital shall be made by the Partners in cash in proportion to the Percentage Interests, in such amounts and at such times as the Partners may mutually agree. Each Partner shall be entitled to vote in proportion to its respective Percentage Interest on all matters for which a vote or decision of the Partners is required or taken unless otherwise mutually agreed.

Capital Contributions and Percentage Interests. Common Membership Interest ...................................... 19 6.2