Making of Capital Contributions. 2.2.1 The cumulative Capital Contributions made to the Fund by each Partner at any given point in time during the term of the Fund shall be set forth in the Fund’s books and records. 2.2.2 Each Limited Partner shall make Capital Contributions in accordance with General Partner’s written notice to the Limited Partner (each, a “Capital Call Notice”) during the Capital Call Notice Period. Following best practices for the strategy of the Fund, General Partner has sole discretion to call for Capital Contributions and deliver Capital Call Notices. Such Capital Contributions shall be made by the Limited Partner on or before the date set forth in the Capital Call Notice. 2.2.3 Each Limited Partner shall thereafter be required to make a Capital Contribution in cash in the amount stated in, and otherwise pursuant to the terms and provisions of, the Capital Call Notice (net of any wire fees). 2.2.4 General Partner shall be required to make a proportionate Capital Contribution in cash; provided that: (a) no Capital Contributions shall be required to be made in the Post-Investment Period except with Approval, or when the Fund is in Limited Operations Mode; and (b) no Limited Partner shall be required to make additional Capital Contributions in excess of the then-current amount of its Unused Capital Commitment. (c) Capital shall be called from Limited Partners (i) unless the circumstances require otherwise, on a pro rata basis among the Partners based upon each Partner’s Capital Commitment in relation to the aggregate Capital Commitments of all the Partners or (ii) in an amount up to one hundred percent (100%) of a Limited Partner’s Capital Commitment (the “Prefunded Contribution). (d) The Prefunded Contribution will be treated as follows: (i) the amount that is the Limited Partner’s pro rata Capital Contribution shall be invested in Portfolio Investments or used to pay the expenses or obligations of the Fund; and (ii) the remainder will be held in escrow in a segregated bank account pending any subsequent Capital Call Notices. 2.2.5 Capital Contributions not immediately invested in Portfolio Investments or paid for expenses or obligations of the Fund shall be held in cash and/or invested in Cash Equivalents. 2.2.6 After a Limited Partner has received cumulative distributions equal to the Capital Contribution Value of such Limited Partner, and the aggregate Unused Capital Commitment is at or approaching zero, and General Partner desires to continue to make Investments, then General Partner shall have discretion to increase the then-current amount of each Limited Partner’s Unused Capital Commitment by the Recycled Amount.
Appears in 2 contracts
Samples: Cornerstone Agreement, Cornerstone Agreement
Making of Capital Contributions. 2.2.1 The cumulative Capital Contributions made to the Fund by each Partner at any given point in time during the term of the Fund shall be set forth in the Fund’s books and records.
2.2.2 Each Limited Partner shall make Capital Contributions in accordance with General Partner’s written notice to the Limited Partner (each, a “Capital Call Notice”) during the Capital Call Notice Period. Following best practices for the strategy of the Fund, General Partner has sole discretion to call for Capital Contributions and deliver Capital Call Notices. Such Capital Contributions shall be made by the Limited Partner on or before the date set forth in the Capital Call Notice.
2.2.3 Each Limited Partner shall thereafter be required to make a Capital Contribution in cash in the amount stated in, and otherwise pursuant to the terms and provisions of, the Capital Call Notice (net of any wire fees).
2.2.4 General Partner shall be required to make a proportionate Capital Contribution in cash; provided that:
(a) no No Capital Contributions shall be required to be made in the Post-Investment Period except with Approval, or when the Fund is in Limited Operations Mode; and.
(b) no No Limited Partner shall be required to make additional Capital Contributions in excess of the then-current amount of its Unused Capital Commitment.
(c) Capital shall be called from Limited Partners:
(i) unless the circumstances require otherwise, on a pro rata basis among the Partners based upon each Partner’s Capital Commitment in relation to the aggregate Capital Commitments of all the Partners Partners; or
(ii) in the event General Partner and Limited Partner mutually agree, in an amount up to one hundred percent (100%) of a Limited Partner’s Capital Commitment (the “Prefunded Contribution).
(d) The Prefunded Contribution will be treated as follows: (i) the amount that is the Limited Partner’s pro rata Capital Contribution shall be invested in Portfolio Investments or used to pay the expenses or obligations of the Fund; and (ii) the remainder will be held in escrow in a segregated bank account pending any subsequent Capital Call Notices.
2.2.3 Each Limited Partner shall thereafter be required to make a Capital Contribution in cash in the amount stated in, and otherwise pursuant to the terms and provisions of, the Capital Call Notice (net of any wire fees).
2.2.4 General Partner shall be required to make a proportionate Capital Contribution in cash in accordance with the GP Commitment Percentage.
2.2.5 Capital Contributions not immediately invested in Portfolio Investments or paid for expenses or obligations of the Fund shall be held in cash and/or invested in Cash Equivalents.
2.2.6 After a Limited Partner has received cumulative distributions equal to the Capital Contribution Value of such Limited Partner, and the aggregate Unused Capital Commitment is at or approaching zero, and General Partner desires to continue to make Investments, then General Partner shall have discretion to increase the then-current amount of each Limited Partner’s Unused Capital Commitment by the Recycled Amount.
Appears in 1 contract
Samples: Cornerstone Agreement
Making of Capital Contributions. 2.2.1 The cumulative Capital Contributions made to the Fund by each Partner at any given point in time during the term of the Fund shall be set forth in the Fund’s books and records.
2.2.2 Each Limited Partner shall make Capital Contributions in accordance with General Partner’s written notice to the Limited Partner (each, a “Capital Call Notice”) during the Capital Call Notice Period. Following best practices for the strategy of the Fund, General Partner has sole discretion to call for Capital Contributions and deliver Capital Call Notices. Such Capital Contributions shall be made by the Limited Partner on or before the date set forth in the Capital Call Notice.
2.2.3 Each Limited Partner shall thereafter be required to make a Capital Contribution in cash in the amount stated in, and otherwise pursuant to the terms and provisions of, the Capital Call Notice (net of any wire fees).
2.2.4 General Partner shall be required to make a proportionate Capital Contribution in cash; provided that:
(a) no No Capital Contributions shall be required to be made in the Post-Investment Period except with Approval, or when the Fund is in Limited Operations Mode; and.
(b) no No Limited Partner shall be required to make additional Capital Contributions in excess of the then-current amount of its Unused Capital Commitment.
(c) Capital shall be called from Limited Partners:
(i) unless the circumstances require otherwise, on a pro rata basis among the Partners based upon each Partner’s Capital Commitment in relation to the aggregate Capital Commitments of all the Partners Partners; or
(ii) in the event General Partner and Limited Partner mutually agree, in an amount up to one hundred percent (100%) of a Limited Partner’s Capital Commitment (the “Prefunded Contribution”).
(d) The Prefunded Contribution will be treated as follows: (i) the amount that is the Limited Partner’s pro rata Capital Contribution shall be invested in Portfolio Investments or used to pay the expenses or obligations of the Fund; and (ii) the remainder will be held in escrow in a segregated bank account pending any subsequent Capital Call Notices.
2.2.3 Each Limited Partner shall thereafter be required to make a Capital Contribution in cash in the amount stated in, and otherwise pursuant to the terms and provisions of, the Capital Call Notice (net of any wire fees).
2.2.4 General Partner shall be required to make a proportionate Capital Contribution in accordance with the GP Commitment Percentage.
2.2.5 Capital Contributions not immediately invested in Portfolio Investments or paid for expenses or obligations of the Fund shall be held in cash and/or invested in Cash Equivalents.
2.2.6 After a Limited Partner has received cumulative distributions equal to the Capital Contribution Value of such Limited Partner, and the aggregate Unused Capital Commitment is at or approaching zero, and General Partner desires to continue to make Investments, then General Partner shall have discretion to increase the then-current amount of each Limited Partner’s Unused Capital Commitment by the Recycled Amount.
2.2.7 Each Limited Partner agrees to make Capital Contributions required on account of Capital Call Notices without defense, counterclaim or offset of any kind. Further, each Limited Partner agrees that it will honor Capital Call Notices made by a lender or agent under any credit facility acting in the name of the General Partner in accordance with the terms of this Agreement, without deduction, offset, counterclaim or defense.
Appears in 1 contract
Samples: Cornerstone Agreement
Making of Capital Contributions. 2.2.1 The cumulative Capital Contributions made to the Fund by each Partner at any given point in time during the term of the Fund shall be set forth in the Fund’s books and records.
2.2.2 Each Limited Partner shall make Capital Contributions in accordance with General Partner’s written notice to the Limited Partner (each, a “Capital Call Notice”) during the Capital Call Notice Period. Following best practices for the strategy of the Fund, General Partner has sole discretion to call for Capital Contributions and deliver Capital Call Notices. Such Capital Contributions shall be made by the Limited Partner on or before the date set forth in the Capital Call Notice.
2.2.3 Each Limited Partner shall thereafter be required to make a Capital Contribution in cash in the amount stated in, and otherwise pursuant to the terms and provisions of, the Capital Call Notice (net of any wire fees).
2.2.4 General Partner shall be required to make a proportionate Capital Contribution in cash; provided that:
(a) no No Capital Contributions shall be required to be made in the Post-Investment Period except with Approval, or when the Fund is in Limited Operations Mode; and.
(b) no No Limited Partner shall be required to make additional Capital Contributions in excess of the then-current amount of its Unused Capital Commitment.
(c) Capital shall be called from Limited Partners:
(i) unless the circumstances require otherwise, on a pro rata basis among the Partners based upon each Partner’s Capital Commitment in relation to the aggregate Capital Commitments of all the Partners Partners, or
(ii) in an amount up to one hundred percent (100%) of a Limited Partner’s Capital Commitment (the “Prefunded Contribution).
(d) The Prefunded Contribution will be treated as follows: (i) the amount that is the Limited Partner’s pro rata Capital Contribution shall be invested in Portfolio Investments or used to pay the expenses or obligations of the Fund; and (ii) the remainder will be held in escrow in a segregated bank account pending any subsequent Capital Call Notices.
2.2.3 Each Limited Partner shall thereafter be required to make a Capital Contribution in cash in the amount stated in, and otherwise pursuant to the terms and provisions of, the Capital Call Notice (net of any wire fees).
2.2.4 General Partner shall be required to make a proportionate Capital Contribution in cash in accordance with the GP Commitment Percentage.
2.2.5 Capital Contributions not immediately invested in Portfolio Investments or paid for expenses or obligations of the Fund shall be held in cash and/or invested in Cash Equivalents.
2.2.6 After a Limited Partner has received cumulative distributions equal to the Capital Contribution Value of such Limited Partner, and the aggregate Unused Capital Commitment is at or approaching zero, and General Partner desires to continue to make Investments, then General Partner shall have discretion to increase the then-current amount of each Limited Partner’s Unused Capital Commitment by the Recycled Amount.
Appears in 1 contract
Samples: Cornerstone Agreement