Failure to Make Article 2 Capital Contributions Sample Clauses

Failure to Make Article 2 Capital Contributions. (a) If Magnetation fails to make the Plant 1 Capital Contributions to the Company as required by Section 2.1(a), and such failure has not been cured on or prior to January 11, 2012, then, beginning January 12, 2012, distributions that would have otherwise accrued to Magnetation under this Agreement shall instead be credited to AKS’ Capital Account at a rate of Fifteen Thousand Dollars ($15,000) per calendar day, continuing until Magnetation makes the Plant 1 Capital Contributions to the Company as required by Section 2.1(a), and, in addition, in the event such failure by Magnetation is not cured on or prior to April 1, 2012, AKS shall have allocated to it ten thousand one (10,001) additional Units above those specified in Section 2.2 for each day that such failure exists after April 1, 2012 without the need for payment by AKS of any additional consideration or Capital Contribution to the Company. Such allocation of additional Units to AKS shall not affect Magnetation’s obligation to contribute Plant 1 to the capital of the Company or the provisions of Section 15.1 as they relate to Magnetation’s failure to make such Capital Contribution. Notwithstanding the foregoing, in the event that Magnetation is unable to fully contribute the Plant 1 Capital Contributions to the Company as the result of its inability to procure required consents to transfer the assets or a similar event which is beyond the control of Magnetation, and in the event Magnetation and AKS mutually agree in good faith to an alternative to transfer which provides the Company with substantially the same economic benefit as if the Plant 1 Capital Contribution had been fully made, then from and after the date of the implementation of such agreed upon alternative, Magnetation shall be deemed to have satisfied its obligations to make the Plant 1 Capital Contributions and shall not be in breach such obligations, and the remedies set forth in this Section 2.3(a) shall not apply. For purposes of this Section 2.3(a), AKS shall not unreasonably withhold, condition or delay its agreement to any alternative that may be proposed by Magnetation, provided that AKS may in its sole discretion withhold its agreement if such alternative is incapable of being implemented by July 1, 2012.
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Related to Failure to Make Article 2 Capital Contributions

  • Capital Contributions of the Partners (a) The Partners have made the Capital Contributions as set forth in Exhibit A.

  • 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.

  • Capital Contributions and Capital Accounts (a) The value of the interests contributed by the Class A Certificateholders and the Class I Certificateholders shall equal the amount paid by such Certificateholders for such interests, respectively, and such amounts shall constitute the opening balance in their Capital Accounts (as hereinafter defined). The value of the interests contributed by the Class IC Certificateholder shall equal the fair market value of the Receivables contributed to the Tax Partnership less the value attributed to the Class A Certificateholders and the Class I Certificateholders, as described above. Such amount shall constitute the opening balance in the Class IC Certificateholder's Capital Account.

  • Additional Capital Contributions No Member shall be required to make additional capital contributions. A Member may make additional capital contributions to the Company.

  • Members Capital Contributions (a) Initial Capital Contribution. The initial Capital Contribution described on Schedule 1 (the “Property”) was made by the previous Member.

  • 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.

  • Subsequent Capital Contributions Without creating any rights in favor of any third party, each Member shall contribute to the Company, in cash, on or before the date specified as hereinafter described, that Member's Sharing Ratio of all monies that in the unanimous judgment of the Management Committee are necessary to enable the Company to acquire the Project from the Seller and to cause the assets of the Company to be properly operated and maintained and to discharge its costs, expenses, obligations, and liabilities, including without limitation its Sharing Ratio of the purchase price set forth in the Asset Sale Agreement, and its Sharing Ratio of Working Capital Requirements in order to bring current Company bank accounts to an amount equal to the Working Capital Requirements, as more particularly described in Section 5.01 below. The Management Committee shall notify each other Member of the need for Capital Contributions pursuant to this Section 4.02 when appropriate, which notice must include a statement in reasonable detail of the proposed uses of the Capital Contributions and a date (which date may be no earlier than the fifth Business Day following each Member's receipt of its notice) before which the Capital Contributions must be made. Notices for Capital Contributions must be made to all Members in accordance with their Sharing Ratios.

  • Limitations on Return of Capital Contributions Notwithstanding any of the provisions of this Article 5, no Partner shall have the right to receive and the General Partner shall not have the right to make, a distribution that includes a return of all or part of a Partner’s Capital Contributions, unless after giving effect to the return of a Capital Contribution, the sum of all Partnership liabilities, other than the liabilities to a Partner for the return of his Capital Contribution, does not exceed the fair market value of the Partnership’s assets.

  • Additional Funds and Capital Contributions .. 22 Section 4.4 Stock Option Plan................................... 23 Section 4.5 No Interest; No Return.............................. 24 Section 4.6 Conversion or Redemption of Preferred Shares........ 24

  • Initial Capital Contributions (a) The Partners have made, on or prior to the date hereof, Capital Contributions and, in exchange, the Partnership has issued to the Partners the number of Class A Units as specified in the books and records of the Partnership.

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