Common use of Drawdowns Clause in Contracts

Drawdowns. Common Unitholders agree to purchase Common Units for an aggregate purchase price equal to their respective Undrawn Commitments, payable at such times and in such amounts as required by the Company following receipt of the required notice, as described below. Each Common Unitholder will be required to make capital contributions (up to the amount of its Undrawn Commitment) to purchase Common Units each time the Company delivers a drawdown notice, which will be delivered in respect of such Commitment at least 5 Business Days prior to the required funding date (a “Drawdown Date”). Each Common Unitholder and the Company agrees that on each Drawdown Date, such Common Unitholder shall purchase from the Company, and the Company shall issue to such Common Unitholder, a number of Common Units equal to the Drawdown Unit Amount at an aggregate price equal to the Drawdown Purchase Price; provided, however, that in no circumstance will a Common Unitholder be required to purchase Common Units for an amount in excess of its Undrawn Commitment. The obligation of Common Unitholders to fund Undrawn Commitment is without defense, counterclaim or offset of any kind.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Goldman Sachs Private Middle Market Credit LLC), Limited Liability Company Agreement, Limited Liability Company Agreement (Goldman Sachs Private Middle Market Credit LLC)

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Drawdowns. Common Unitholders agree to purchase Common Units for an aggregate purchase price equal to their respective Undrawn Commitments, payable at such times and in such amounts as required by the Company following receipt of the required notice, as described below. Each Common Unitholder will be required to make capital contributions (up to the amount of its Undrawn Commitment) to purchase Common Units each time the Company delivers a drawdown notice, which will be delivered in respect of such Commitment at least 5 five (5) Business Days prior to the required funding date (a “Drawdown Date”). Each Common Unitholder and the Company agrees that on each Drawdown Date, such Common Unitholder shall purchase from the Company, and the Company shall issue to such Common Unitholder, a number of Common Units equal to the Drawdown Unit Amount at an aggregate price equal to the Drawdown Purchase Price; provided, however, that in no circumstance will a Common Unitholder be required to purchase Common Units for an amount in excess of its Undrawn Commitment; and, provided further that the delivery of a drawdown notice to a Common Unitholder shall be the sole and exclusive condition to such Common Unitholder’s obligation to pay the Drawdown Purchase Price identified in such notice. The obligation of Common Unitholders to fund Undrawn Commitment is without defense, counterclaim or offset of any kind.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Goldman Sachs Private Middle Market Credit II LLC), Limited Liability Company Agreement (Goldman Sachs Private Middle Market Credit II LLC)

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Drawdowns. Common Unitholders agree to purchase Common Units for an aggregate purchase price equal to their respective Undrawn Commitments, payable at such times and in such amounts as required by the Company following receipt of the required notice, as described below. Each Common Unitholder will be required to make capital contributions (up to the amount of its Undrawn Commitment) to purchase Common Units each time the Company delivers a drawdown notice, which will be delivered in respect of such Commitment at least 5 ten (10) Business Days prior to the required funding date (a “Drawdown Date”). Each Common Unitholder and the Company agrees that on each Drawdown Date, such Common Unitholder shall purchase from the Company, and the Company shall issue to such Common Unitholder, a number of Common Units equal to the Drawdown Unit Amount at an aggregate price equal to the Drawdown Purchase Price; provided, however, that in no circumstance will a Common Unitholder be required to purchase Common Units for an amount in excess of its Undrawn Commitment; and, provided further that the delivery of a drawdown notice to a Common Unitholder shall be the sole and exclusive condition to such Common Unitholder’s obligation to pay the Drawdown Purchase Price identified in such notice. Fractions of Common Units may be issued to one ten-thousandth of a Common Unit. The obligation of Common Unitholders to fund Undrawn Commitment is without defense, counterclaim or offset of any kind.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Phillip Street Middle Market Lending Fund LLC)

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