Contributions; Member Loans Sample Clauses

Contributions; Member Loans. (a) Provided each of the Executive Members commences full-time employment with the Company as contemplated by their respective Employment Agreements, MMC shall contribute to the capital of the Company and/or lend to the Company (on an interest-free basis) up to $1,000,000, as shall be required, in the reasonable judgment of MMC, in view of the net cash flow of the Company. (b) If, (i) MMC shall (in its sole discretion) have previously contributed to the capital of the Company not less than $2,000,000 in the aggregate (in addition to the $1,000,000 amount of aggregate capital and/or loans referred to in Section 3.3(a) above) (the "Threshold Investment"), and (ii) the aggregate amount of Unrecovered Capital plus the remaining balance of all such interest-free loans referred to in Section 3.3(c) above, shall then equal or exceed $3,000,000, and (iii) MMC shall reasonably determine that funds (in addition to the Threshold Investment), are required by the Company after taking into account such institutional credit facilities as the Company shall be able to obtain without any requirement of personal guarantees by any of the Members or any of their affiliates, MMC shall be entitled to give notice from time to time to the Members setting forth the amount so required (the "Additional Capital") and each such Member shall have within 60 days after the giving of such notice to contribute to the capital of the Company its or his Proportionate Share of such amount. In consideration for such capital contributions, each Member so contributing shall be entitled to receive a number of Vested Basic Units reasonably established by MMC based on the relationship of the aggregate amount to be so contributed in relation to the then fair market value of the Company and the aggregate number of Units then allocated among the Members (any such new Units to be so allocated in respect of such contributions of Additional Capital being referred to herein as "Additional Vested Units"). (c) If a Member fails to contribute his or its Proportionate Share of any Additional Capital (the "Uncontributed Amount") when required under clause (b) above, the other Members (the "Contributing Members") may (but shall not be required to) contribute such Uncontributed Amount and shall be allocated the Additional Vested Units corresponding to such Uncontributed Amount. The fraction of the Uncontributed Amount which may be contributed by any particular Contributing Member shall be determined on the basis o...
Sample 1
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Contributions; Member Loans. (a) The Company has contributed to the capital of MRT and/or lent to MRT (on an interest-free basis) a minimum of $1,000,000 (the "Threshold MRT Investment"). (b) Anything to the contrary contained herein notwithstanding, in lieu of making any contribution of capital, the Company shall be entitled to determine, if it deems appropriate, to advance, or to cause one or more of its affiliates to advance, as loan(s) to MRT such funds, in addition to or in lieu of any Threshold MRT Investment, as it shall reasonably determine MRT to require and as it shall be willing in its discretion to so advance or to have so advanced, each such loan to be on such terms as to repayment and otherwise, and to bear interest at such rate, as the Company shall reasonably establish from time to time, each such loan being herein called a "Member Loan." Notwithstanding the foregoing, the amount of the Company's first Member Loans which in the aggregate, when added to the Company's capital contributions, do not exceed $1,000,000 shall bear no interest, and thereafter, the interest rate charged by the Company to MRT for any Member Loans shall not exceed the highest rate of interest from time to time charged to the Company or PBC or any Parent Entity of PBC by any of its then institutional lender(s). (c) The Managing Member(s) shall be entitled, without the consent or approval of any other Member, to amend Schedule B hereto from time to time to reflect any allocations of Units and/or other matters contemplated by this Section 4.3.
Sample 1

Related to Contributions; Member Loans

  • Member Capital Contributions (Check One)

  • Member Loans The Member may make loans (“Member Loans”) to the Company, which shall bear interest and be repaid on such reasonable terms and conditions as may be approved by the Member.

  • 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 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.

  • 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.

  • Equity Contributions Make, or permit any Significant Subsidiary to make, any equity contributions to any Unregulated Subsidiary; provided, however, that this Section 5.03(h) shall not restrict or otherwise apply to (i) any such equity contributions that are required by Applicable Law or court order or (ii) any intercompany advances made to any Unregulated Subsidiary (including, without limitation, pursuant to the Unregulated Money Pool Agreement) that are recharacterized by a court or other Governmental Authority as equity contributions.

  • Capital Contributions Distributions 17 TABLE OF CONTENTS (continued)

  • Contributions Without creating any rights in favor of any third party, the Member may, from time to time, make contributions of cash or property to the capital of the Company, but shall have no obligation to do so.

  • 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.

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