Membership Capital. Upon Closing, each participating Member shall make a Capital Contribution in an amount equal to its accepted “Commitment” (as defined in the Member’s subscription agreement, the “Subscription Agreement”) in exchange for an Interest.
a) No Member will be paid interest on any Capital Contribution to the Fund.
b) No Member has any right to demand the return of its Capital Contribution, except upon dissolution of the Fund pursuant to Article X.
c) No Member has the right to demand property other than Portfolio Company Securities in return for its Capital Contribution, except upon dissolution of the Fund pursuant to Article VII.
Membership Capital. Upon Closing, each participating Member shall make a Capital Contribution in an amount equal to such Member’s Subscription Amount in exchange for an Interest. In general, each Capital Contribution to the Fund shall be made in U.S. dollars and shall be made by means of a wire or bank transfer of immediately available funds to an account designated by the Administrator. If the Platform supports Capital Contributions via currencies other than U.S. dollars or other means, such other funding mechanisms shall be deemed acceptable.
(a) No Member has any right to demand the return of its Capital Contribution, except upon dissolution of the Fund pursuant to Article IX.
(b) No Member has the right to demand property other than Portfolio Company Securities in return for its Capital Contribution, except upon dissolution of the Fund pursuant to Article IX.
Membership Capital. Upon Closing, each participating Member shall make a Capital Contribution in an amount equal to its accepted “Subscription Amount” (as defined in the Member’s subscription agreement, the “Subscription Agreement”) in exchange for an Interest.
(a) No Member shall be paid interest on any Capital Contribution to the Company or on such Member’s Capital Account.
(b) No Member shall have any right to demand the return of its Capital Contribution, except upon dissolution of the Company pursuant to Article VII.
Membership Capital. The Members agree and understand that the main Capital Contribution is [cash/services rendered or to be rendered/property] as set forth in Schedule A. Upon Majority Vote of Members, the Members may agree to make an initial Capital Contribution in cash. The Members may make, but shall not be required to make, any additional capital contributions to the Company.
Membership Capital. Upon Closing, each participating Member shall make a Capital Contribution in an amount equal to its accepted "Commitment" (as defined in the Member's subscription agreement, the "Subscription Agreement") in exchange for an Interest. No Member will be paid interest on any Capital Contribution to the Fund or on that Member's Capital Account. No Member has any right to demand the return of its Capital Contribution, except upon dissolution of the Fund pursuant to Article X. No Member has the right to demand property other than Portfolio Company Securities in return for its Capital Contribution, except upon dissolution of the Fund pursuant to Article VII. Pursuant to Article V of this Agreement, the management of the Fund is vested in the Manager. No Member has any right to participate in the management of the Fund except as expressly authorized by the Act or this Agreement. No Member, acting solely in the capacity of a Member, is an agent of the Fund, nor does any Member, unless expressly and duly authorized in writing to do so by the Manager, have any power or authority to bind or act on behalf of the Fund in any way, to pledge its credit, to execute any instrument on its behalf or to render it liable for any purpose.
Membership Capital. 3.3.1 Each Member’s Capital Contribution to a Series of the Company shall be recorded by the Manager.
3.3.2 No Member shall be paid interest on any Capital Contribution to the Company or on such Member’s Capital Account.
3.3.3 No Member shall have any right to demand the return of its Capital Contributions, except upon dissolution of the Company pursuant to Article VIII.
3.3.4 No Member shall have the right to demand or receive property other than cash in return for its Capital Contributions.
Membership Capital. 3.3.1. Each Series A Member shall make Capital Contributions from time to time with respect to its Capital Commitment, on the date specified in a written notice (a “Drawdown Date”) given by the Manager (the “Series A Drawdown Notice”), which Drawdown Date shall be not less than ten (10) days after such Series A Drawdown Notice has been given, including any such notice that is provided to a prospective Member in advance of the Initial Closing Date, unless otherwise determined by the Manager. Each such Series A Drawdown Notice of the Company shall state the aggregate amount of Capital Contributions being requested from the Series A Member to whom such Series A Drawdown Notice of the Company is given as well as the aggregate amount of all Capital Contributions being requested from all of the Series A Members. No Series A Member, as such, shall be required to make any payment with respect to its Capital Commitment that exceeds such Series A Member’s Unused Capital Commitment at the time of payment. The amount of the initial Series A Drawdown Notice to each Series A Member shall be fifty percent (50%) of the aggregate Capital Commitments of each Series A Member. Each Member of any other Series shall be required to contribute one hundred percent (100%) of its Capital Commitment on the Series Closing Date for such Series. No Series A Drawdown Notice pursuant to paragraph 3.3.1 above may be given in connection with a new Investment after the expiration or termination of the Commitment Period except for (i) follow-on Investments in existing portfolio companies, or (ii) new Investments that were the subject of a written commitment (including, without limitation, a term sheet or letter of intent) as of the end of the Commitment Period. The aggregate payments required to be made by the Series A Members pursuant the paragraph above shall be paid by the Series A Members in proportion to their respective Unused Capital Commitments.
3.3.2. At the end of the period commencing as of the Initial Closing Date and ending on the fifth (5th) anniversary of the Initial Closing Date (the “Commitment Period”), Series A Members will be released from further obligation with respect to their Unused Capital Commitments, except to the extent necessary (i) to pay the Management Fee and Company Expenses, and
Membership Capital. Each Member, the Manager and the Managers shall have a deemed Interest in the Company, and/or Series Interest in the relevant Series as set forth in Schedule A and in its corresponding Series Operating Agreements. The Manager and the Managers shall be treated like other Members in respect of such deemed Interest and Series Interest. The following rights and limitations in connection with each Member’s Capital Contribution shall apply:
(a) Each Member, the Manager and the Managers may make a Capital Contribution in exchange for an additional Interest or Series Interest upon such terms and conditions as are permitted in this Agreement or otherwise as the Manager determines. Subscriptions for interests are not open to the general public, are subject to prior consent of the Manager, and may be rejected in whole or in part for any reason.
(b) No Member shall be paid interest on any Capital Contribution to the Company or on such Member’s Capital Account.
(c) No Member shall have any right to demand the return of its Capital Contribution or property in return for its Capital Contribution, except upon dissolution of the Company pursuant to Article X.
