Defaulting Investors Clause Samples

Defaulting Investors. If one or more Investors defaults in its obligation to pay its Acquisition Amount pursuant to Section 2.1 (each such Investor shall be called a "Defaulting Investor" and the aggregate amount of such defaulted obligations being herein called the "Falcon Transfer Price Deficit"), then upon notice from the Agent, each Investor other than the Defaulting Investors (a "Non-Defaulting Investor") shall promptly pay to the Agent, in immediately available funds, an amount equal to the lesser of (x) such Non-Defaulting Investor's proportionate share (based upon the relative Commitments of the Non-Defaulting Investors) of the Falcon Transfer Price Deficit and (y) the unused portion of such Non-Defaulting Investor's Commitment. A Defaulting Investor shall forthwith upon demand pay to the Agent for the account of the Non-Defaulting Investors all amounts paid by each Non-Defaulting Investor on behalf of such Defaulting Investor, together with interest thereon, for each day from the date a payment was made by a Non-Defaulting Investor until the date such Non-Defaulting Investor has been paid such amounts in full, at a rate per annum equal to the Federal Funds Effective Rate plus 2%. In addition, without prejudice to any other rights that Falcon may have under applicable law, each Defaulting Investor shall pay to Falcon forthwith upon demand, the difference between such Defaulting Investor's unpaid Acquisition Amount and the amount paid with respect thereto by the non-Defaulting Investors, together with interest thereon, for each day from the date of the Agent's request for such Defaulting Investor's Acquisition Amount pursuant to Section 2.1 until the date the requisite amount is paid to Falcon in full, at a rate per annum equal to the Federal Funds Effective Rate plus 2%.

Defaulting Investors. In the event that a Common Unitholder fails to pay all or any portion of the purchase price due from such Common Unitholder on any Catch-Up Date or Drawdown Date and such default remains uncured for a period of ten (10) Business Days after the written notice of such failure is given by the Fund to the Common Unitholder, the Fund shall be permitted to declare such Common Unitholder to be in default of its obligations under this Agreement (any such Common Unitholder, a “Defaulting Investor”) and shall be permitted to pursue one or any combination of the following remedies: (a) the Fund may prohibit the Defaulting Investor from purchasing additional Units on any future Drawdown Date or otherwise participating in any future investments in the Fund; (b) Fifty percent (50%) of the Units then held by the Defaulting Investor shall be automatically transferred on the books of the Fund, without any further action being required on the part of the Fund or the Defaulting Investor, to the other Common Unitholders (other than any other Defaulting Investor), pro rata in accordance with their respective Capital Commitments; provided, however, that notwithstanding anything to the contrary contained in this Agreement, no Units shall be transferred to any other Common Unitholder pursuant to this Section 5.5(b) in the event that such transfer would (A) violate the Securities Act, the Investment Company Act or any state (or other jurisdiction) securities or “Blue Sky” laws applicable to the Fund or such transfer would, (B) based on a written opinion of such Defaulting Investor’s counsel (which opinion and counsel shall be reasonably acceptable to the Fund) constitute a non-exempt “prohibited transaction” under Section 406 of ERISA or Section 4975 of the Code or (C) cause all or any portion of the assets of the Fund to constitute “plan assets” for purposes of ERISA or Section 4975 of the Code (it being understood that this proviso shall operate only to the extent necessary to avoid the occurrence of the consequences contemplated herein and shall not prevent the Common Unitholder from receiving a partial allocation of its pro rata portion of Units); provided, further, that any Units that have not been transferred to one or more other Common Unitholders pursuant to the previous proviso shall be allocated among the participating other Common Unitholders pro rata in accordance with their respective Capital Commitments. The provisions of in this Section 5.5(b) constitute specified p...

Defaulting Investors. To the Company’s knowledge, below is a list of Defaulting Investors and their unfunded Capital Commitments: 1. [______]

Defaulting Investors. If any Committed Investor fails to fund its applicable Draw Down Request Amount on the Closing Date or any Subsequent Funding Date, such Committed Investor shall be a “Defaulting Investor,” and the aggregate of all such Defaulting Investors’ unfunded commitment amount shall be the “Defaulting Amount.” In such event, the Company shall immediately notify the Investor of the Defaulting Amount on or prior to the Closing Date or Subsequent Funding Date. If the Investor is not a Defaulting Investor, it shall, within two Business Days from the Closing Date or Subsequent Funding Date, as applicable, notify the Company whether it elects to fund the Defaulting Amount. Within two Business Days thereafter, the Company shall notify the Investor of its Proportionate Percentage of the Defaulting Amount, and the Investor and the Company shall then agree on a new closing date within five days from the receipt of such notice to fund its amount. An Investor may elect to fund all or any portion of the Defaulting Amount in its sole discretion. Notwithstanding any Investor’s classification as a “Defaulting Investor” pursuant to this Section 2.4, such Investor reserves all rights with respect to any defenses or claims it may have against the Company with respect to this Agreement or the Registration Rights Agreement.

Defaulting Investors. At any time, one or more Investors holding more than 15% of the Capital Commitments in the aggregate have failed in any material respect to comply with any of their respective obligations under the Subscription Agreements; provided, however, that (x) no Event of Default pursuant to this Section 7.1(i) shall result from the payment of a Capital Contribution by an Investor pursuant to a Capital Call Notice no later than ten (10) days after the due date therefor under the provisions of the Subscription Agreement so long as the aggregate amount of Capital Contributions that are not paid when due pursuant to the Subscription Agreement in connection with such Capital Call Notice does not exceed 15% of the aggregate amount of Capital Contributions called by Borrower pursuant to such Capital Call Notice, and (y) no Event of Default pursuant to this Section 7.1(i) shall result from such Investor funding a Capital Contribution with a Specified Capital Contribution within the time period set forth in the definition thereof; provided further, that for the avoidance of doubt, (1) an Investor’s failure to fund their Capital Commitment when due shall be deemed to be material (subject to the terms of the foregoing clause (x)) and (2) an Investor’s failure in any respect to comply with any of their respective obligations under the applicable Subscription Agreement in a manner that is material and adverse to the interests of Agent and the Lenders shall be deemed to be material; or

Defaulting Investors. One or more Investors (other than Eligible Investors and Designated Eligible Investors) that individually or in the aggregate have Capital Commitments aggregating twenty percent (20%) or more of the total Capital Commitments (of all Investors) shall (in one transaction or series of related transactions) become Defaulting Subscribers, or repudiate, or default in, their obligation to pay any portion of such Investor’s Unfunded Capital Commitments (or obligations in respect of such Investor’s Unfunded Capital Commitments) when due in accordance with each Capital Call Notice;

Defaulting Investors. ‌ 4.7.1 If any Partner fails to pay any amount specified in a Drawdown Notice given to that Partner or any other amount required to be funded by such Partner hereunder (the "Defaulted Amount") on or before the due date for such payment and fails to remedy such default within 10 Business Days of the General Partner giving the Defaulting Investor written notice to remedy the default (a "Default"), then such Investor shall, for the duration of such Default, be designated as a defaulting Investor under this Agreement (a "Defaulting Investor") and thereafter be subject to the provisions of clause 4.7.2. The‌ General Partner shall notify the Advisory Boards and each Partner of any Default (including the amount of any such Default) within five Business Days of such Default, and the action that the General Partner intends to take in respect of such Default. 4.7.2 The General Partner may, in its sole discretion, take any or all or none of the following actions with respect to a Defaulting Investor, provided that the General Partner shall report to the Advisory Boards on the actions that it has taken (and on the actions that it has decided not to take) with respect to a Defaulting Investor:‌ 4.7.2.1 The General Partner shall be entitled and is hereby irrevocably authorised by the Defaulting Investor to Dispose of all or part of the Defaulting Investor's interest in the Partnership to the Investors, on a pro rata basis, relative to their respective Committed Capital, at such price and on such terms and conditions as the General Partner in its reasonable, good faith discretion deems fit. 4.7.2.2 Without prejudice to its rights under clause 4.7.5, the General Partner may: (i) reduce amounts otherwise distributable to such Defaulting Investor by up to 100% effective from and after the date of such Default, and withhold the remaining percentage of any future distributions that otherwise would be payable to such Defaulting Partner pursuant to clause 10 until the winding-up and dissolution of the Partnership; and

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Defaulting Investors. ‌ 4.7.1 If any Partner fails to pay any amount specified in a Drawdown Notice given to that Partner or any other amount required to be funded by such Partner hereunder (the "Defaulted Amount") on or before the due date for such payment and fails to remedy such default within 10 Business Days of the General Partner giving the Defaulting Investor written notice to remedy the default (a "Default"), then such Investor shall, for the duration of such Default, be designated as a defaulting Investor under this Agreement (a "Defaulting Investor") and thereafter be subject to the provisions of clause 4.7.2. The‌ General Partner shall notify the Advisory Boards and each Partner of any Default (including the amount of any such Default) within five Business Days of such Default, and the action that the General Partner intends to take in respect of such Default. 4.7.2 The General Partner may, in its sole discretion, take any or all or none of the following actions with respect to a Defaulting Investor, provided that the General Partner shall report to the Advisory Boards on the actions that it has taken (and on the actions that it has decided not to take) with respect to a Defaulting Investor:‌ 4.7.2.1 The General Partner shall be entitled and is hereby irrevocably authorised by the Defaulting Investor to Dispose of all or part of the Defaulting Investor's interest in the Partnership to the Investors, on a pro rata basis, relative to their respective Committed Capital, at such price and on such terms and conditions as the General Partner in its reasonable, good faith discretion deems fit. 4.7.2.2 Without prejudice to its rights under clause 4.7.5, the General Partner may: (i) reduce amounts otherwise distributable to such Defaulting Investor by up to 100% effective from and after the date of such Default, and withhold the remaining percentage of any future distributions that otherwise would be payable to such Defaulting Partner pursuant to clause 10 until the winding-up and dissolution of the Partnership; and