Consequences of Failure to Provide Additional Capital Contributions. In the event that Additional Capital Contributions are required to be made and on or prior to the Additional Capital Contribution Date one or more Members has made its share of the Additional Capital Contribution (each a “Non-Defaulting Member”) and one or more Members has failed to make its share of the Additional Capital Contribution (each a “Defaulting Member”), the Manager shall determine and give written notice to each Non-Defaulting Member of the amount of Additional Capital Contributions remaining to be made (the “Deficit Contribution Amount”), whereupon any Non-Defaulting Member shall have the option during the following five (5) day period (the “Deficit Option Period”) to (i) request and receive from the Escrow Account an immediate return of the funds advanced as its Additional Capital Contribution (whereupon, for purposes of the remainder of this Section 4.3, the Member making such request shall become a Defaulting Member and the Deficit Contribution Amount shall be increased by the amount returned to such Defaulting Member) or (ii) elect to advance to the Company as a loan its pro rata share of the Deficit Contribution Amount and treat such Non-Defaulting Member’s share of the Additional Capital Contribution as a loan to the Company and not an Additional Capital Contribution (the “Optional Deficit Loan”). If there is more than one Non-Defaulting Member who elects to make an Optional Deficit Loan such Non-Defaulting Members shall make the Optional Deficit Loans pro rata in proportion to their respective Interests. In the event a Non-Defaulting Member makes an Optional Deficit Loan, (i) the principal balance of each Optional Deficit Loan shall be equal to the sum of the amount paid by the Non-Defaulting Member to the Company on behalf of the Defaulting Member and such Non-Defaulting Member’s share of the Additional Capital Contribution, (ii) each such loan shall bear interest at the rate of 14% plus the rate publicly announced by the Bank of America as its “Prime Rate” or “Reference Rate” or any other similar successor rate or the highest rate permitted by law, whichever is less and (iii) the interest and principal on each Optional Deficit Loan shall be payable before any distributions are paid pursuant to Section 4.6, with payments to the Non-Defaulting Member first being applied to reduce accrued interest on the Optional Deficit Loan and then to reduce the principal balance of the Optional Deficit Loan.
Consequences of Failure to Provide Additional Capital Contributions. In the event that Additional Capital Contributions are required to be made, if on or prior to the Additional Capital Contribution Date, one or more Members has made its share of the Additional Capital Contribution (each a “Contributing Member”) and one or more Members has failed to make its share of the Additional Capital Contribution (each a “Non-Contributing Member”), the Manager shall determine and give written notice to each Contributing Member of the amount of Additional Capital Contributions remaining to be made (the “Deficit Contribution Amount”), whereupon any Contributing Member shall have the option during the following five day period to elect to advance to the Company as an Additional Capital Contribution its pro rata share of the Deficit Contribution Amount. If there is more than one Contributing Member who elects to make such an additional advance, such Contributing Members shall make the additional advances pro rata in proportion to their respective Percentage Interests.
