Excused Limited Partners. A Limited Partner shall not be required to make any Capital Contributions, or fund any amount from Distributable Proceeds retained pursuant to Section 6.4 (Reinvestment), if the following conditions are met: such Limited Partner has delivered a notification to the General Partner accompanied by a certificate issued by an executive officer of such Limited Partner within five (5) Business Days after the date of the relevant Drawdown Notice, stating that such Limited Partner is entitled to be excused from making such Drawdown based upon such Limited Partner’s reasonable determination that the making of all or a portion of the relevant investment is reasonably likely to have a Material Adverse Effect on such Limited Partner; or the General Partner reasonably determines that (i) such Limited Partner’s making a Capital Contribution with respect to all or a portion of the relevant Investment is reasonably likely to have a Material Adverse Effect, or (ii) the participation of such Limited Partner in all or a portion of the relevant Investment would (A) prevent the Fund from being able to consummate such Investment, (B) result in a material increase in the risk or difficulty to the Fund of consummating such Investment, (C) impose any material filing, tax, regulatory or other similar burden to which the Fund, a Portfolio Company or any Partner or its Affiliate would not otherwise be subject or (D) would otherwise cause the Fund to incur a material extraordinary expense. In the case of a determination by the General Partner pursuant to Section 6.7.1.2, the General Partner shall advise such Limited Partner in writing, no later than five (5) Business Days after the date of the relevant Drawdown Notice, of its intention to invoke the provisions of this Section 6.7.1 and shall deliver to such Limited Partner an opinion of counsel, which opinion and counsel shall be reasonably satisfactory to the Limited Partner, confirming that the participation by such Limited Partner in the relevant investment is reasonably likely to result in a Material Adverse Effect. If any Limited Partner is excused and does not participate in all or a portion of any Investment pursuant to Section 6.7.1 then such Limited Partner shall be an “Excused Limited Partner” and the General Partner shall immediately inform each other Limited Partner and: if the relevant Capital Contribution has been drawn down from the Excused Limited Partner, or if the relevant amount has been funded from Distributable Pro...
Excused Limited Partners. 6.7.1 A Limited Partner shall not be required to make any Capital Contributions, or fund any amount from Distributable Proceeds retained pursuant to Section 6.4 (Reinvestment), if the following conditions are met:
Excused Limited Partners the General Partner shall advise such Limited Partner in writing, no later than [five (5) Business Days] after the date of the relevant Drawdown Notice, of its intention to invoke the provisions of this Section 6.7.16.
Excused Limited Partners. If a Limited Partner exercises any excuse right or, to the knowledge of any Borrower Party, will be excused from participating in an investment, the Lender shall recalculate Facility Availability by removing from the calculation of Borrowing Base Availability the portion of such Limited Partner’s Capital Commitment that may not be called to repay the Obligations, as calculated by the Lender in its reasonable discretion.
Excused Limited Partners. The sole consideration to the Defaulting Partner for each portion of such Defaulting Partner’'s Interest reallocated to a Non-Defaulting Partner shall be the assumption by such Non-Defaulting Partner of the Defaulting Partner’'s obligation to make both defaulted and future Capital Contributions pursuant to its Commitment that are commensurate with the portion of the Defaulting Partner’'s Interest being reallocated to such Non-Defaulting Partner. The Defaulting Partner acknowledges that it shall not receive any payment for any Interest reallocated to Non-Defaulting Partners pursuant to this Section 6.6.4.36.6(d)(
Excused Limited Partners the Excused Limited Partner shall continue to be obligated to participate in, and contribute to the Fund with respect to, subsequent Portfolio Investments, Fund Expenses and Organizational Expenses, but not Follow-on Investments or Fund Expenses with respect to the original Investment or portion thereof in relation to which it is an Excused Limited Partner; the General Partner may elect to cause the Fund to make such Portfolio Investment without the participation of the Excused Limited Partner or not to make such Portfolio Investment, and if the General Partner elects to cause the Fund to make such Portfolio Investment, the General Partner may issue a revised Drawdown Notice to the other Limited Partners in order to increase the Capital Contributions with respect to such Portfolio Investment from such other Limited Partners in proportion to their Remaining Commitments to the extent necessary to fund the excused amount86; and the General Partner may make such reasonable adjustments to the accounts of the Partners as are necessary to deal equitably among them in relation to an Excused Limited Partner.
Excused Limited Partners. The sole consideration to the Defaulting Partner for each portion of such Defaulting Partner’'s Interest reallocated to a Non-Defaulting Partner shall be the assumption by such Non-Defaulting Partner of the Defaulting Partner’'s obligation to make both defaulted and future Capital Contributions pursuant to its Commitment that are commensurate with the portion of the Defaulting 81 These default remedies are typically severe and not subject to negotiation, because failure to contribute is a significant concern to the General Partner and the Fund as a whole. The General Partner will typically have a wide range of remedies when dealing with defaulting limited partners. 82 This may wording will be added if the limited partnership is formed in Québec. Québec counsel should be consulted. 83 Enforceability of this default remedy or forfeiture in the following clause is subject to applicable insolvency legislation. Appropriate legal advice should be obtained.
Excused Limited Partners then such Limited Partner shallwill be an “"Excused Limited Partner” and the General Partner shall immediately inform each other Limited Partner" and:
