Capital Contributions of General Partner Sample Clauses

Capital Contributions of General Partner. The General Partner shall contribute in cash to the Partnership such amounts as shall be necessary to pay timely the costs and expenses allocated and charged to the General Partner in Sections 3.3 and 4.1 and elsewhere herein. Such Capital Contributions shall be paid to the Partnership by the General Partner from time to time in the appropriate amounts concurrently with each payment to the Partnership by the Limited Partner of its Capital Contributions or, with respect to costs allocated solely to the General Partner, when necessary for the Partnership to pay timely such costs.
Sample 1
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Capital Contributions of General Partner. (a) The General Partner has heretofore made Capital Contributions to the Partnership pursuant to the terms of the Original Agreement and as reflected in the books and records of the Partnership. (b) The General Partner shall hereafter contribute in cash to the Partnership such additional amounts as shall be necessary to pay timely the costs and expenses allocated and charged to the General Partner in SECTIONS 3.3 and 4.1 and elsewhere herein. Such Capital Contributions shall be paid to the Partnership by the General Partner from time to time in the appropriate amounts concurrently with each payment to the Partnership by the Limited Partners of their Capital Contributions to pay its allocable share of such costs or, with respect to costs allocated solely to the General Partner, when necessary for the Partnership to pay timely such costs. (c) If, at any time after the expiration of a one-year period commencing upon the consummation by the Partnership of a purchase of Leases consisting primarily of proved reserves, the Proved Investment Coverage is less than 1.75 to 1, the General Partner shall contribute cash to the Partnership in the amount of $300,000 within 30 days after receipt by the Partnership and the Limited Partners of an Engineering Report that establishes such Proved Investment Coverage; provided, that if, at the time of and in connection with the initial acquisition by the Partnership of Leases consisting primarily of proved reserves, the Proved Investment Coverage with respect to such Leases is less than 1.75 to 1 and it is not reasonably expected that the Proved Investment Coverage with respect to such Leases (or any other Leases which the Partners reasonably anticipate will be acquired by the Partnership hereunder) will equal or be greater than 1.75 to 1 in the forseeable future (as reflected in an engineering report reasonably acceptable to the Partners and giving due consideration to any contemplated drilling or other development activities on such Leases), the Limited Partners, if it elects to make Capital Contributions under SECTION 3.3 with respect to such Leases, shall make a downward adjustment to the 1.75 to 1 ratio referenced above, which adjustment shall be reasonably acceptable to the General Partner.
Sample 1
Capital Contributions of General Partner. From time to time, the General Partner shall make Capital Contributions to the Partnership, which contributions have an Agreed Value reduced by any indebtedness either assumed by the Partnership upon such contribution or 10 to which such contribution is subject when contributed, in an amount necessary to enable it at all times to maintain its aggregate Capital Contributions in an amount proportionally equal to its Percentage Interest in the Partnership.
Sample 1
Capital Contributions of General Partner. (a) Contemporaneously with the execution of the Purchase Agreement and subject to the Assignment Agreement, the General Partner shall make a Capital Contribution to the Partnership in an aggregate amount equal to $47,972.87, which Capital Contribution shall be used exclusively by the Partnership for the payment of the General Partner’s allocated share (in accordance with Section 4.1) of the Performance Deposit. (b) Contemporaneously with the Capital Contribution of the Limited Partner provided for in Section 3.2(b), the General Partner shall make a Capital Contribution to the Partnership in an aggregate amount not to exceed the quotient obtained by multiplying (i) 0.02 times (ii) (A) the amount of the Adjusted Purchase Price minus (B) the Escrow Funds, which Capital Contribution shall be used exclusively by the Partnership for the payment of the General Partner’s allocated share (in accordance with Section 4.1) of the Adjusted Purchase Price less the Escrow Funds. (c) In addition to the Capital Contribution described in subsections (a) and (b) above, the General Partner shall contribute in cash to the Partnership such amounts as shall be necessary to pay timely the costs and expenses allocated and charged to the General Partner in Section 3.3 and Section 4.1. Such Capital Contributions shall be paid to the Partnership by the General Partner from time to time in the appropriate amounts concurrently with each payment to the Partnership by the Limited Partner of its Capital Contributions or, with respect to costs allocated solely to the General Partner, when necessary for the Partnership to pay timely such costs.
Sample 1
Capital Contributions of General Partner. (a) On the Delivery Date, the General Partner shall contribute cash to the Partnership in an amount not to exceed $350,000, which Capital Contribution shall be used exclusively by the Partnership to pay the General Partner's allocable share hereunder of the Purchase Price and the Placement Fee. (b) The General Partner shall contribute in cash to the Partnership such additional amounts as shall be necessary to pay timely the costs and expenses allocated and charged to the General Partner in SECTIONS 3.3 and 4.1 and elsewhere herein. Such Capital Contributions shall be paid to the Partnership by the General Partner from time to time in the appropriate amounts concurrently with each payment to the Partnership by the Limited Partners of their Capital Contributions to pay its allocable share of such costs or, with respect to costs allocated solely to the General Partner, when necessary for the Partnership to pay timely such costs. (c) If, based upon the Engineering Report furnished pursuant to SECTION 8.2(F) with respect to the fiscal year ending December 31, 1997, the Proved Investment Coverage is less than 1.75 to 1, the General Partner shall contribute cash to the Partnership in the amount of $300,000 no later than March 15, 1998, which cash shall be used exclusively by the Partnership as provided in SECTION 4.4.
Sample 1
Capital Contributions of General Partner. (a) The General Partner shall upon formation of the Partnership make an initial Capital Contribution of $1,000 in cash or cash equivalents. (b) The General Partner, as Capital Contributions are received from Limited Partners, shall make additional Capital Contributions consistent with the maintenance at all times of aggregate General Partner Capital Contributions at least equal to the lesser of (i) 1.01 percent of the aggregate Capital Contributions of all Limited Partners or (ii) that amount which will cause the General Partner's Capital Account balance to equal one (1) percent of the aggregate Capital Account balances of all Partners if positive (and otherwise, zero). The General Partner may also make additional Capital Contributions from time to time as may be deemed necessary for Partnership operations after taking into account other funds available to the Partnership.
Sample 1
Capital Contributions of General Partner. (a) Contemporaneously with the Capital Contribution of the Limited Partner provided for in Section 3.2(a), the General Partner shall cause to be contributed and assigned to the Partnership an undivided 60.08% interest in and to the Properties pursuant to the Contribution Agreement. The agreed upon fair market value of the General Partner's Capital Contribution to the Partnership pursuant to this Section 3.1(a) shall equal the Agreed Value (as finally determined in accordance with the terms of the Contribution Agreement). (b) Subject to Section 3.1(h), the General Partner shall make a Capital Contribution to the Partnership in an aggregate amount equal to the General Partner's allocated share (in accordance with Section 4.1), which Capital Contribution shall be used exclusively by the Partnership for the payment of the General Partner's allocated share (in accordance with Section 4.1) of Organization and Third Party Acquisition Costs. (c) Subject to Section 3.1(h), the General Partner shall make Capital Contributions to the Partnership in an aggregate amount not to exceed $8,832,000, which Capital Contributions shall be used exclusively to pay the General Partner's allocated share (in accordance with Section 4.1) of the Capital Costs of the Pre-Approved Development Operations which Capital Contributions shall be used exclusively by the Partnership for the payment of the General Partner's allocated share (in accordance with Section 4.1) of the Capital Costs of such Pre-Approved Development Operations. (d) Subject to Section 3.1(h), if a distribution is required to be made to the Limited Partner under Section 4.3(c), the General Partner shall make a Capital Contribution to the Partnership in an amount equal to such distribution (which Capital Contribution shall be used exclusively by the Partnership for the payment of such distribution due and owing the Limited Partner). (e) Subject to Section 3.1(h), the General Partner shall make Capital Contributions to the Partnership in an aggregate amount equal to the General Partner's allocated share (in accordance with Section 4.1) of the Capital Costs of any Optional Development Operation and Cost Overruns with respect to which the Limited Partner elects to make Capital Contributions pursuant to Section 3.3 which Capital Contributions shall be used exclusively by the Partnership for the payment of the General Partner's allocated share (in accordance with Section 4.1) of the Capital Costs of such Optional Development ...
Sample 1
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Capital Contributions of General Partner. (a) On the Delivery Date, the General Partner shall contribute and assign the GP Properties to the Partnership by executing and delivering that certain "Assignment and Bill xx Sale", substantially in the form of the instrument attached as Exhibit 3.1(a) to the Original Agreement in all material respects (the "GP ASSIGNMENT"). (b) On the Taylxx Xxxndment Date, the General Partner shall (i) contribute to the Partnership cash in the amount of $100,000, which cash shall be used exclusively by the Partnership to pay the Taylxx Xxxchase Price, and (ii) cause the Parent to issue to Taylxx 000,000 shares of Parent Common Stock, as provided under the Taylxx Xxxchase Agreement. For purposes hereof, the issuance of Parent Common Stock to Taylxx xx the Parent as provided in the immediately preceding sentence shall be deemed to be a Capital Contribution to the Partnership by the General Partner hereunder, and it is agreed that the fair market value of such deemed Capital Contribution shall be $112,500. (c) The General Partner shall contribute in cash to the Partnership such additional amounts as shall be necessary to pay timely the costs and expenses allocated and charged to the General Partner in Sections 3.3 and 4.1 and elsewhere herein. Such Capital Contributions shall be paid to the Partnership by the General Partner from time to time in the appropriate amounts concurrently with each payment to the Partnership by the Limited Partners of their Capital Contributions to pay its allocable share of such costs or, with respect to costs allocated solely to the General Partner, when necessary for the Partnership to pay timely such costs.
Sample 1
Capital Contributions of General Partner. The General Partner shall not be obligated to make any initial Capital Contribution to the Partnership, but shall be required to make Capital Contributions to the Partnership in accordance with Sections 4.04 and 4.06(b) hereof.
Sample 1

Related to Capital Contributions of General Partner

  • 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 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.

  • 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 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).

  • Member Capital Contributions (Check One)

  • 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:

  • 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 Distributions 17 TABLE OF CONTENTS (continued)

  • Capital Contributions and Issuance of Partnership Interests Section 5.1

  • 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.

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