Initial Facilities Capital Contributions. Each Party has made or will make (as applicable) the Capital Contributions described in this Section 4.1 (the “Initial Facilities Capital Contributions”).
(a) As of the execution of this Agreement, each Partner has contributed to the Company the amounts set forth below: · For the account of Oiltanking, one United States Dollar ($1.00); · For the account of TEPPCO, one United States Dollar ($1.00); and · For the account of Enterprise, one United States Dollar ($1.00).
(b) Solely to the extent that the Company does not have cash immediately available to satisfy same, the Partners will contribute cash in amounts equal to their allocable share (determined by relative Partnership Interests) of 100% of all amounts for costs and expenses incurred on behalf of the Company related to the feasibility study for TOPS, the formation of the Company and all amounts to be incurred by the Company to design, construct, install and place in service the Initial Facilities as necessary to timely and satisfactorily fulfill all of the Company’s obligations under the Throughput Agreements, which contributions will be made as necessary or appropriate subject to Section 4.1(d) (in the Construction Manager’s reasonable determination) to allow the Company to timely pay such amounts as they become due. An estimate of the contributions necessary or appropriate under this Section 4.1(b) is set forth on Schedule 3.
(c) If the Construction Manager determines from time to time in its reasonable discretion that any Capital Contribution described in Section 4.1(b) may be necessary or appropriate to timely complete the Initial Facilities, then the Construction Manager will send written notice (a “Capital Call Notice”) to the Partners specifying (i) the aggregate amount of such Capital Contribution reasonably and in good faith deemed necessary or appropriate by the Construction Manager and each Partner’s allocable share thereof, (ii) the actual expenditures incurred through the date of such notice, broken out by project or obligation and amounts set forth in the applicable Budget for the project or obligation for which the Capital Contribution is being requested, and (iii) the date by which such Capital Contributions must be made to the Company by the Partners (which date will not be less than ten Business Days from the date on which the Capital Call Notice is sent). Subject to Section 4.1(d), each Partner must promptly thereafter contribute cash to the Company in an amount equal to such Partn...
