Common use of Effect of Default on Remaining Interest in Company Clause in Contracts

Effect of Default on Remaining Interest in Company. (a) The Company, in its sole discretion, may determine that no additional capital contribution shall be accepted from a Defaulting Member, in which case the Company shall so notify the Defaulting Member and, following the date that such notice is given to the Defaulting Member, the Company shall not call for additional capital contributions from such Defaulting Member. (b) If the Company has given the notice described in the preceding clause (a) and such Defaulting Member’s Aggregate Contribution with respect to its Units has been reduced to zero (by application of the Default Charge or otherwise), then the Defaulting Member’s Units shall be forfeited without compensation and the Defaulting Member shall no longer be a Member of the Company, and the Company shall have no further obligation to the Defaulting Member provided that the Defaulting Member shall remain liable for its obligation to return distributions pursuant to 11.4. (c) If a portion or all of the Common Units of a Defaulting Member are forfeited, then for purposes of 5.2.2 and the Advisory Agreement, the Defaulting Member’s Commitment shall be correspondingly reduced; provided, however, that for purposes of determining the Management Fee payable by the Company, such adjustment to the Defaulting Member’s original Commitment shall take effect only as of the end of the fiscal year in which such unpaid Commitment is reduced to zero or its Common Units are extinguished. For purposes of 4.3, the Defaulting Member shall be deemed to have an aggregate Commitment equal to its Commitment prior to the default. For purposes of any other provision of this Agreement for which the Defaulting Member’s Commitment with respect to each of its Units is relevant, the Company shall determine the amount of such Commitment, in its reasonable discretion, so as to carry out the purposes of such provision.

Effect of Default on Remaining Interest in Company. (a) The Company, in its sole discretion, may determine that no additional capital contribution shall be accepted from a Defaulting Member, in which case the Company shall so notify the Defaulting Member and, following the date that such notice is given to the Defaulting Member, the Company shall not call for additional capital contributions from such Defaulting Member. (b) If the Company has given the notice described in the preceding clause (a) and such Defaulting Member’s Aggregate Contribution with respect to its Units has been reduced to zero (by application of the Default Charge or otherwise), then the Defaulting Member’s Units shall be forfeited without compensation and the Defaulting Member shall no longer be a Member of the Company, and the Company shall have no further obligation to the Defaulting Member provided that the Defaulting Member shall remain liable for its obligation to return distributions pursuant to 11.4.. Confidential (c) If a portion or all of the Common Units of a Defaulting Member are forfeited, then for purposes of 5.2.2 and the Advisory Agreement, the Defaulting Member’s Commitment shall be correspondingly reduced; provided, however, that for purposes of determining the Management Fee payable by the Company, such adjustment to the Defaulting Member’s original Commitment shall take effect only as of the end of the fiscal year in which such unpaid Commitment is reduced to zero or its Common Units are extinguished. For purposes of 4.3, the Defaulting Member shall be deemed to have an aggregate Commitment equal to its Commitment prior to the default. For purposes of any other provision of this Agreement for which the Defaulting Member’s Commitment with respect to each of its Units is relevant, the Company shall determine the amount of such Commitment, in its reasonable discretion, so as to carry out the purposes of such provision.