Failure to Make Capital Contribution. If any Partner fails to make any Capital Contribution required to be made by such Partner under Section 3.01 or Section 3.02 within 10 days after the same becomes due and payable (the “Defaulting Partner”), one or more of the other Partners (the “Contributing Partner”) may (but without obligation to do so), within 15 days after the expiration of said 10-day period, contribute to the Company an additional amount equal to the Defaulting Partner’s unpaid Capital Contribution and elect to treat such contribution as provided in either Section 3.03(a) or Section 3.03(b). If the Contributing Partner fails to make such election within said 15-day period, it shall be deemed to have elected to treat such contribution as provided in Section 3.03(b).
(a) The Contributing Partner may treat such contribution as a loan to the Defaulting Partner (to be due and payable solely out of distributions otherwise payable to the Defaulting Partner hereunder) followed by a contribution of the proceeds thereof to the Company to fund the Capital Contribution otherwise required to be made from the Defaulting Partner. Until the loan to the Defaulting Partner shall have been repaid together with interest at the rate equal to the Prime Rate plus five percentage points, or the maximum rate permitted under applicable law, whichever is less, calculated upon the outstanding principal balance of such loan as of the first day of each month, all distributions otherwise to be made to the Defaulting Partner hereunder shall be distributed, for the Defaulting Partner’s account, by payment of the same to the Contributing Partner, and shall be applied against the balance owed by the Defaulting Partner to the Contributing Partner.
(b) [The confidential material contained herein has been omitted and has been separately filed with the Commission.]
(c) Any change in Percentage Interests pursuant to this Section 3.03(b) shall not affect the amount of any Partner’s Capital Contributions for purposes of determining the amount to which such Partner is entitled pursuant to Section 5.02(a), to the extent attributable to Section 5.02(a).
Failure to Make Capital Contribution. In the event any Member (a "Delinquent Member") fails to make a required Capital Contribution when due, the Company shall give the Delinquent Member a notice of the default. If the Delinquent Member fails to make the required Capital Contribution (including any costs associated with the failure to make the required Capital Contribution and interest on such obligation at the interest rate specified) within ten Business Days of the giving of such notice, the Company may take such action as it deems required, including but not limited to instituting legal action. The Company may elect to allow the other Members ("Contributing Members") to contribute the amount owed by the Delinquent Member in proportion to such Members' Sharing Ratios. The Contributing Members shall be entitled to treat the amounts contributed pursuant to this section as a loan from the Contributing Members bearing interest at a rate equal to 2% over the Wilmington Trust Company National Commercial Rate in effect when the loan is made, secured by the Delinquent Member's interest in the Company. Until they are fully repaid, the Contributing Members shall be entitled to all Distributions to which the Delinquent Member would have been entitled.
Failure to Make Capital Contribution. If any Shareholder ------------------------------------ fails to contribute the capital required to be contributed by such Shareholder (a "Required Contribution") within the time specified by the Board, then the equity ownership interest of such defaulting Shareholder (a "Defaulting Shareholder") in the Company shall be reduced as provided in this Article 7, and the equity ownership interests of the remaining Shareholders who contribute both their own required capital contributions as well as all or a portion of the Defaulting Shareholder's Required Contribution shall be increased as provided in this Article 7.
Failure to Make Capital Contribution. (a) If the General Partner or a Limited Partner fails to timely contribute all or any portion of any Initial Capital Contribution or Additional Capital Contribution required of such Partner, then such Partner shall be considered a "
Failure to Make Capital Contribution. (a) Notwithstanding the other provisions of Clause 14 (but subject to clause 14.6(b) below), in the event that a Joint Venturer fails to make a contribution required under Clause 11, the defaulting Joint Venturer shall not be entitled to receive any distribution or other inter-party payments (including rent, interest and licence fees) whilst and so long as such contribution remains outstanding unless the non-defaulting Joint Venturer has served a Conversion Notice in regard to that contribution in accordance with Clause 20.5.
(b) In the event the restriction on distributions under Clause 12.6(a) above is exercised by the JV, the Parties may agree (in writing) to set-off any costs incurred or owing by either Party against any distribution due to be made.
Failure to Make Capital Contribution. If any Member or Assignee (a "Delinquent Member") fails to make a Capital Contribution required to be made hereunder, within ten (10) days after the date such Capital Contribution was required to be made, then all other Members of the Company shall thereupon become obligated to make such Capital Contribution in proportion to their respective Units of ownership in the Company within thirty (30) days after written notice of such obligation from the Company. In such event, the Unit ownership of the Delinquent Member, and of all other Members of the Company, shall be adjusted as follows: the percentage interest of the Delinquent Member shall be equal to a fraction, the numerator of which shall be the total amount of all Capital Contributions and loans previously made by such Delinquent Member to the Company which have not been repaid by the Company, and the denominator of which shall be the total of all Capital Contributions and loans made by all Members to the Company which have not previously been repaid. The resulting number shall be the new percentage interest of the Delinquent Member in the Company (which shall be converted to Unit ownership by multiplying such percentage interest by the total number of Units then outstanding), and the Unit ownership of the other Members shall likewise be similarly adjusted. For purposes of this Section, the phrase "loans made by a Member to the Company" or words of similar effect shall include only loans advanced by Members directly to the Company, and shall not include any share of outside borrowings obtained by the Company. Notwithstanding anything to the contrary contained elsewhere in this Agreement, if the other Member or Members are unable or unwilling to contribute to the capital of the Company the amount which the Delinquent Member was to contribute to the Company, and if the Company is unable or unwilling to borrow such funds from any other source, then the Company shall forthwith be terminated and dissolved.
Failure to Make Capital Contribution. (a) If Xxxxxxx Xxxx fails to make its required Additional Capital Contributions within the time periods set forth in Section 7.1.4 above Xxxxxxx Xxxx shall no longer be permitted (other than with the consent of Manager) to make any further Capital Contributions to the Company. In such situations, Manager, in its sole discretion, may take any one or more (unless otherwise indicated) of the following actions:
(i) Manager on behalf of the Company and without further authorization by any Member, may xxx Xxxxxxx Hill to require Xxxxxxx Xxxx to pay all amounts previously called for Capital Contributions and Additional Capital Contributions and not paid (“Defaulted Contributions”) and/or for damages caused by the failure of Xxxxxxx Xxxx to pay such amounts. If Manager prevails, Xxxxxxx Xxxx shall pay all costs of any such suit, including attorneys’ fees, costs and costs of experts and consultants.
(ii) If Manager elects not to xxx for specific performance to require Xxxxxxx Xxxx to pay its Defaulted Contributions and/or for damages pursuant to subparagraph (ii), then Manager may require Xxxxxxx Xxxx to forfeit (the “Forfeited Units”), as liquidated damages, that number of its Units which is equal to one-half of the number of Units held by Xxxxxxx Xxxx on the date the Additional Capital Contribution that was not paid was due. After the Company has been reimbursed for any expenses incurred by it as a result of Xxxxxxx Xxxx’x failure to make its Defaulted Contributions, such Forfeited Units shall be distributed to the Hearthstone Affiliates in proportion to the number of Units then held by each of them. Thereafter, Xxxxxxx Xxxx shall remain a Member based upon the remaining Units held by Xxxxxxx Xxxx. The Capital Accounts of the Members shall be appropriately adjusted to reflect the change in the ownership of Units.
(b) XXXXXXX XXXX ACKNOWLEDGES THAT TIME IS OF THE ESSENCE IN PAYMENT AND THAT DETERMINING THE ACTUAL DAMAGES NOW OR AT THE TIME OF THE DEFAULT WOULD BE EXTREMELY DIFFICULT, AND THE REMEDIES IN THIS SECTION 7.1.6 REPRESENT A REASONABLE LIQUIDATED DAMAGE ALLOWANCE FOR XXXXXXX XXXX’X FAILURE TO MAKE CONTRIBUTIONS WHEN REQUIRED.
(c) As long as the Capital Contribution of a defaulting Member remains unpaid, the defaulting Member will not be permitted to vote or otherwise participate in the management of the Company.
(d) If either Hearthstone Affiliate fails to make its proportionate Capital Contribution within five days of when such contribution is due, wheth...
Failure to Make Capital Contribution. (a) In the event that a Major Shareholder fails to make its Capital Contribution or any part thereof within the time period stipulated herein, such Major Shareholder shall be liable to pay interest to the other non-defaulting Major Shareholder on the amount of its Capital Contribution or any relevant part thereof. Interest shall accrue at the Interest Rate from the date such Capital Contribution is due until the date such Capital Contribution is actually paid into the Company. If the Capital Contribution of a Major Shareholder remains outstanding (in part or in whole) ten (10) Business Days after the date specified for such Capital Contribution, the other non-defaulting Major Shareholder shall have the right to terminate this Agreement in accordance with the terms of this Agreement.
(b) In the event that a Major Shareholder fails to make its Capital Contribution in full within the time period stipulated herein for any reason, including its inability to timely secure any required PRC government approvals, the other non-defaulting Major Shareholder shall have the right to terminate this Agreement in accordance with the terms of this Agreement; provided, however, that if the defaulting Major Shareholder provides prior written notice to the non-defaulting Shareholder of its desire to extend the time period, the non-defaulting Shareholder may at its discretion elect to extend the time period for a mutually agreed period, such extension to be without prejudice to any of the non-defaulting Shareholder’s rights under this Agreement.
Failure to Make Capital Contribution. If a Member fails to pay when due all or any portion of any Additional Contribution, the Members electing to pay an Additional Contribution (each, a "Contributing Member") shall have the option to pay the entire unpaid amount of the nonpaying Member's Additional Contribution (the "Unpaid Contribution") multiplied by a fraction the numerator of which is such Contributing Member's Percentage and the denominator of which is the Percentage of all of the Contributing Members. If any Contributing Member elects not to pay its proportion of the Unpaid Contribution, then the other Contributing Member shall have the option to pay all or part of any unfunded portion of the Unfunded Contribution. The nonpaying Member's Percentage shall be reduced and the Percentage of the Contributing Members shall be increased, so that each Member's Percentage is equal to a fraction, the numerator of which is equal to the sum of such Member's Capital Contributions including the amount of all Additional Contributions and Unpaid Contributions contributed by such Member, and the denominator of which is the sum of the total Capital Contributions of all Members including the amount of all Additional Contributions and Unpaid Contributions contributed by the Members. Exhibit A hereto shall be amended to reflect such changes.
Failure to Make Capital Contribution. If any Member (the “Non-Contributing Member”) fails to make an Additional Capital Contribution (or any portion thereof) required by Section 3.2 (a “Failed Contribution”) within fifteen (15) Business Days after receipt of a written request therefor, the Member who contributed its Additional Capital Contribution and who is not an Affiliate of the Non-Contributing Member (the “Contributing Member”) may exercise any or all of the following remedies which shall be cumulative and may be exercised singularly, alternatively, successively or concurrently, but no other remedies shall be available:
