Optional Capital Contributions. The Management Committee may reasonably determine in good faith from time to time, that additional Capital Contributions from the Members (each, an "Optional Capital Contribution") are necessary or appropriate for the conduct of the Company's business, including without limitation, expansion or diversification thereof. Upon the Management Committee making such a determination, the Company shall provide written notice of such request for additional Capital Contributions (a "Capital Call") to each Member not less than thirty (30) days prior to the date such Optional Capital Contributions are due (the "Capital Call Due Date"). Such notice shall set forth the aggregate amount of the Capital Call, the purposes for which such Capital Contributions will be used and the date on which Optional Capital Contributions are due. No Member shall be obligated to make any such Capital Contributions. However, each Member shall have the opportunity, but not the obligation, to participate in a Capital Call on a pro rata basis in accordance with its Percentage Interest by making an Optional Capital Contribution. In addition, a Member may elect to make its Optional Capital Contribution conditional (a "Conditional Capital Contribution") upon the other Members making their respective Optional Capital Contributions, in which event such Conditional Capital Contribution shall be deemed made, if at all, only at such time as the other Members make their respective Optional Capital Contributions. If a Member elects to make a Conditional Capital Contribution and the other Members decline or fail to make their respective Optional Capital Contributions, then the Company shall immediately return the Conditional Capital Contribution to the Member making such Conditional Capital Contribution and such Conditional Capital Contribution shall be deemed never to have been made. Immediately following any Optional Capital Contribution by a Member, the Percentage Interests shall be adjusted to reflect the new relative proportions of the Capital Accounts of the Members. Each of Lifford and PEGI will have the right, by written notice to the General Manager and the other Members at least five (5) business days prior to the Capital Call Due Date, to fund its Optional Capital Contributions through retention by the Company of the fees payable under the Related Documents then accrued, to the extent sufficient to cover such requirements, subject to the timely review and approval of the other Members of the ...
Optional Capital Contributions. In addition to Requested CapEx Contributions, the Board, with the Requisite Member Approval, may request a Capital Contribution from the Members (an “Optional Capital Call”) and the Eligible Members shall be entitled, but shall not be required, to make a Capital Contribution (an “Optional Capital Contribution”) in exchange for Membership Interests or options or other rights to acquire Membership Interests, whether through exchange, conversion or otherwise (collectively, the “New Securities”) pursuant to, and in accordance with, the terms and conditions set forth in Section 7.7.
Optional Capital Contributions. If additional funds are required by the Partnership after the Transaction Effective Date for any Partnership purpose, the General Partner may elect to call for optional Capital Contributions to be funded by Oly Hightop Holding, L.P., a Delaware limited partnership, or its designee (in each case, an "Optional Capital Contribution"). Notwithstanding anything to the contrary in this Agreement, the funding of any Optional Capital Contribution shall not cause an adjustment of the Gross Asset Values of the Partnership assets until after the first to occur of (i) the date that is three years after the Transaction Effective Date or (ii) the aggregate amount of Optional Capital Contributions made pursuant to this Section 3.6 exceeds $355,000,000 (the first to occur of the events in clauses (i) and (ii) referred to as an "Adjustment Event"). Oly Hightop Holding, L.P. or its designee will have 15 Business Days after written notice from the General Partner to elect to fund an Optional Capital Contribution. In exchange for any Optional Capital Contributions, the General Partner may issue Common Limited Partner Interests or any other class or series of Partnership Interests pursuant to Section 7.2.
Optional Capital Contributions. .. 21 Section 3.4. Reduced Capital Contributions of a Partner........... 23 Section 3.5. Payments of Capital Contributions.................... 24 Section 3.6. Non-Payment of Capital Contributions................. 25 Section 3.7. Interest on and Return of Capital Contributions...... 26 Section 3.8. Payments and Advances by General Partner............. 27
Optional Capital Contributions. (a) Subject to this Section 3.3 and the other terms and provisions hereof, the General Partner may request that the Limited Partner agree to make additional Capital Contributions to be used exclusively for the payment of its allocated share (pursuant to Section 4.1) of (i) the Capital Costs of any Optional Development Operation, (ii) the Acquisition Costs of any Acquisition or (iii) Cost Overruns.
Optional Capital Contributions. If at any time the Managing Member (with the approval of Supermajority Consent) reasonably determines that the Company is in need of additional capital for reasons other than those contemplated by Section 4.1(b), then the Company may deliver a Call Notice to the Members in accordance with Section 4.1(d)(iii) requesting the Members make additional Capital Contributions to fund such capital needs (an “Optional Contribution”). Upon receipt of any Call Notice for an Optional Contribution, each Member may, but shall not be obligated to, make additional Capital Contributions called for by such Call Notice for such Optional Contribution in proportion to its Percentage Interest relative to the Percentage Interests of all Members, which shall be funded as and when required by such Call Notice. If any Member does not fund the full amount of any Optional Contribution when due, then the Managing Member may cause the Company to issue Additional Units to other Members or to third Persons without complying with Section 3.4 in order to permit the Company to raise sufficient funds to satisfy such Optional Contribution.
Optional Capital Contributions. In response to a call for optional capital contributions, each Partner shall have the right, but not the obligation, to make optional capital contributions of cash to the Partnership (hereinafter "Optional Capital Contributions").
Optional Capital Contributions. Subject to the provisions in Section 4.2(b) to the contrary, at all times after the GP Interest Closing Date, upon the unanimous approval of the Partners that additional funds are necessary to meet the working capital or capital expenditure requirements of the Partnership, or any other reasonable business needs of the Partnership, the Partners shall, from time to time, make additional Capital Contributions on the terms and subject to the conditions as agreed to from time to time.
Optional Capital Contributions. If the General Partner determines that additional Capital Contributions are necessary, the General Partner may elect to make or not make all or part of the additional Capital Contributions. If the General Partner elects not to make all or part of the additional Capital Contributions, the General Partner will provide notice of such election to the Limited Partner setting forth the amount of the recommended Capital Contribution, the proposed use of the Capital Contribution and the amount of the additional Capital Contribution not made by the General Partner. The Limited Partner is permitted, but not required, to make an additional Capital Contribution in the amount set forth in such notice. Each Capital Contribution made hereunder will be credited to the appropriate capital account of the contributing Partner as determined in the reasonable discretion of the General Partner.
Optional Capital Contributions. The Limited Partners shall have the option, but not the obligation, to contribute additional assets to the Partnership as additional capital on terms acceptable to the Partners contributing such capital. In the event a Limited Partner contributes additional capital, the General Partner immediately shall contribute to capital an amount equal to 1.01% of such Limited Partner's contribution or a lesser amount that causes the sum of the General Partner's capital account balance to equal 1.00% of total positive capital account balances for the Partnership. For this purpose, capital accounts and the value of contributions shall be determined in accordance with Treas. Reg. 1.704-1(b)(2)(iv) or any successor regulations. For the purpose of this Agreement references to "Treas. Reg.," Treasury 4 Regulations or Regulations shall mean the Treasury Regulations relating to the section of the Code referenced in that article of this Agreement.
