Common use of Failure to Pay Invoice Clause in Contracts

Failure to Pay Invoice. If any Participant fails to pay an invoice contemplated in Section 18.5 within the thirty (30) day period aforesaid, the Manager may, by notice, demand payment. If no payment is made within thirty (30) days of the Manager’s demand notice, the Manager may, without limiting its other rights at law, enforce the lien created by Section 18.5 by taking possession of all or any part of that Participant’s Ownership Interest. The Manager may sell and dispose of the Ownership Interest which it has so taken into its possession by: (a) first offering that Ownership Interest to the other Participants, if more than one then in proportion to the respective Ownership Interests of the Participants who wish to accept that offer, for that price which is the fair market value stated in the lower of two appraisals obtained by the Manager from independent, well recognized appraisers competent in the appraisal of mining properties; and (b) if the Participants have not purchased all or part of that Ownership Interest as aforesaid, then by selling the balance, if any, either in whole or in part or in separate parcels at public auction or by private tender (the Participants being entitled to bid) at a time and on whatever terms the Manager will arrange, having first given notice to the defaulting Participant of the time and place of the sale. As a condition of the sale as contemplated in Subsection 18.6(b), the purchaser will agree to be bound by this Agreement and, prior to acquiring the Ownership Interest, will deliver notice to that effect to the Members, in form acceptable to the Manager. The proceeds of the sale will be applied by the Manager in payment of the amount due from the defaulting Participant and interest as aforesaid, and the balance remaining, if any, will be paid to the defaulting Participant after deducting reasonable costs of the sale. Any sale or disposal made as aforesaid will be a perpetual bar both at law and in equity by the defaulting Participant and its successors and assigns against all other Participants.

Failure to Pay Invoice. If any Participant fails to pay an invoice contemplated in Section 18.5 within the thirty (30) day period aforesaid, the Manager may, by notice, demand payment. If no payment is made within thirty (30) days of the Manager’s demand notice, the Manager may, without limiting its other rights at law, enforce the lien created by Section 18.5 by taking possession of all or any part of that defaulting Participant’s Ownership Interest. The Manager may sell and dispose of the Ownership defaulting Participant’s Interest which it has so taken into its possession by: (a) first offering that Ownership Interest to the other Participants, Participants and if there are more than one other Participant, then in proportion to the respective Ownership Interests of the Participants who wish to accept that offer, for that price which is the fair market value stated in the lower of two appraisals obtained by the Manager from independent, well recognized appraisers competent in the appraisal of mining properties; and (b) if the Participants have not purchased all or part of that Ownership Interest as aforesaid, then by selling the balance, if any, either in whole or in part or in separate parcels at public auction or by private tender (the Participants excluding the defaulting Participant being entitled to bid) at a time and on whatever terms the Manager will arrange, having first given notice to the defaulting Participant of the time and place of the sale. As a condition of the sale as contemplated in Subsection 18.6(b), the purchaser will agree to be bound by this Agreement and, prior to acquiring the Ownership Interest, will deliver notice to that effect to the MembersParties, in form acceptable to the Manager. The proceeds of the sale will be applied by the Manager in payment of the amount due from the defaulting Participant and interest as aforesaid, and the balance remaining, if any, will be paid to the defaulting Participant after deducting reasonable costs of the sale. Any sale or disposal made as aforesaid will be a perpetual bar both at law and in equity by the defaulting Participant and its successors and assigns against all other Participants.