Optional Loans. In the event the Lenders become aware of (i) any actual “Default” or “Event of Default” (as defined in the OpCo Credit Agreement) under Section 11.1(a) of the OpCo Credit Agreement or any substantially similar provision in any refinancing, modification, renewal or amendment of the OpCo Credit Agreement, (ii) any actual “Default” or “Event of Default” (as defined in the Indenture) under Section 7.01(1) or (2) of the first supplement of the Indenture or any substantially similar provision in any refinancing, modification, renewal or amendment of the Indenture or the Senior Notes, as applicable) or (iii) any actual or prospective “Default” or “Event of Default” referenced in a notice delivered by the Borrower to the Agent pursuant to Section 6.1(j) and the OpCo Obligors are not actively seeking a waiver of such “Default” or “Event of Default” referenced in such notice, the Agent acting at the direction of the Required Lenders may (but shall not be obligated to) pay to the agent under the OpCo Credit Agreement an amount sufficient to cure such “Default” or “Event of Default” under the OpCo Credit Agreement or the Senior Notes on behalf of such OpCo Obligors so long as such “Default” or “Event of Default” is capable of being cured by making such a payment. All sums advanced by the Agent under this Section 2.1(c) (such sums, “Optional Loans”) shall constitute Base Rate Loans under this Credit Agreement and interest shall accrue on such Base Rate Loans pursuant to Section 3.1(a) hereof. Such Optional Loans shall be paid by the Borrower to the Agent pursuant to Article II, shall be secured by the Collateral pursuant to the Credit Documents and shall constitute Obligations hereunder, in each case notwithstanding that such Optional Loans may, together with amounts previously advanced under this Credit Agreement, exceed the total amount of the Commitments. The provisions of this Section 2.1(c) are for the exclusive benefit of the Agent and the Lenders and are not intended to benefit the Borrower (or any other Credit Party or Restricted Subsidiary) in any way.
Optional Loans. Any Partner may, but is not obligated to, from time to time, make voluntary loans to the Limited Partnership. Such loans shall bear interest at the prime rate in effect from time to time plus 1% per annum and shall be repayable from Cash Flow or Sale or Refinancing Proceeds when available.
Optional Loans. Notwithstanding the foregoing, in the event either General Partner shall determine in good faith that the Partnership requires any amounts described in Section 3.2(d) or to pay Operating Deficits, then such General Partner shall have the right to advance to the Partnership a loan (in lieu of an Additional Capital Contribution(s) or in combination with such Additional Capital Contribution(s)) that does not carry personal liability to the Partners (hereinafter referred to as an "Optional Loan"), in an amount sufficient to provide the needed funds. Prior to making any Optional Loan, a General Partner shall notify the other Partners of its intent to make such advance at least ten (10) Business Days prior to the date of such advance (an "Optional Loan Notice"), and at any time within such period, the other Partner(s) may elect to participate in making the Optional Loan. Each Partner at its sole option may elect to loan to the Partnership its pro rata share (based on its then respective Percentage Interest) of the amount described in such Optional Loan Notice by delivering such amount into the Partnership operating account on the date specified in such Optional Loan Notice. If a Partner does not wish to loan its share of a requested loan pursuant to an Optional Loan Notice, it shall not be required to do so, but it shall give the other Partner(s) written notice of its decision not to make such loan (a "Refusal Notice") within five (5) Business Days after the delivery of such Optional Loan Notice. If a Refusal Notice is delivered in connection with an Optional Loan Notice or if a Partner otherwise fails for any reason to make its full pro rata share of such loan on the date requested, then any other Partner may advance the amount of such shortfall as an Optional Loan. Any Optional Loan shall bear interest at a fixed rate determined as of the date of the Optional Loan equal to eighteen percent (18%) per annum, but shall not exceed the maximum rate allowed by law, and shall be payable only out of the Net Receipts of the Partnership as provided in Section 4.9(a) below or out of the Partnership's assets upon liquidation of the Partnership. In the event there is more than one Optional Loan outstanding at any time in which there is a distribution made pursuant to Sections 4.9(a) or 12.3(c) hereof, then amounts distributed under such Sections shall first be applied to repay the most recent Optional Loan, and if more than one Partner has made an Optional Loan at the same...
Optional Loans. With the approval of the Administrative Member, a Member may, but will not be required to, advance additional monies to the Company (which the Company may in turn loan to one or more of the Project Entities) as a loan upon such terms as the lending Member and the Administrative Member may agree. The interest rate on any loan by a Member to the Company shall be determined by the Administrative Member and the lending Member. Notwithstanding the foregoing, however, no Member may make an optional loan to the Company pursuant to this Section 8.3 without prior written notice from the Company to all Members and an opportunity to all Members to loan the Company the necessary funds in their respective Percentage Interests as optional loans.
Optional Loans. Whenever the Company requires, in the judgment of the Management Committee, additional funds not otherwise available from third parties on terms deemed to be acceptable to the Management Committee, Members may, but shall not be obligated to, make such loans on such terms and conditions as the Management Committee and such Member deem reasonable.
Optional Loans. (a) If at any time additional funds are required by the Partnership to cover operating deficits or other cash needs of the Partnership, the General Partner shall notify the Partners in writing of the need for the Partners to loan funds to the Partnership (any loans made pursuant to this Section 4.1 are hereinafter singularly called an "Optional Loan" and collectively called the "
Optional Loans. 9 Section 2.8 Ownership of Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Optional Loans. The Partnership is empowered to borrow such sums as it considers necessary or appropriate, and in connection therewith, to pledge the property of the Partnership as security therefor. Loans may be made to the Partnership by the General Partner, the Limited Partners, commercial lending institutions and other available sources. Such loans shall be obtained by the General Partner on such terms and conditions as the General Partner considers commercially reasonable and appropriate; provided, however, that the General Partner shall not have the authority to borrow sums on behalf of the Partnership in any manner or on any basis that makes the Limited Partners liable for the repayment of such indebtedness without the prior written agreement and consent of the Limited Partners. The amount of any loan made to the Partnership by a Partner shall not be considered as an increase in the amount of the Capital Contributions of such Partner to the Partnership capital or otherwise a contribution to the Partnership, nor shall the making of such loan entitle such Partner to an increased share of the profits of the Partnership or any other distributions made pursuant to the provisions of this Agreement.
Optional Loans. 3 2.04 Limitations on Use of Capital Contribution ...................... 4 2.05 Capital Contributions to Restore Capital Accounts at Termination of the Partnership .................................. 4 2.06 Return of Capital Contributions; Interest on Capital Contributions ................................................... 4 2.07 Remedies for Non-Payment of Additional Contributions ............ 4 2.08 Additional Capital Contributions by the Partners ................ 6 2.09 Remedies for Non-Payment of Additional Capital Contributions ................................................... 6 ARTICLE III ALLOCATION OF THE PROFITS, LOSSES, AND DISTRIBUTIONS OF THE PARTNERSHIP ................... 9 3.01 Allocation of the Profits and Losses of the Partnership ......... 9 3.02 Allocations Solely for Federal Income Tax Purposes .............. 11 3.03
Optional Loans. In the event the Partnership requires any additional funds to satisfy the Partnership's obligations under the Development Agreement or to otherwise satisfy any obligations it may have with respect to any Alternative Facility, any Partner may, but shall not be obligated to, make loans to the Partnership (together with any accrued interest thereon, the "Loans"). Each Partner shall be entitled to make Loans to the Partnership on a pro rata basis, based on each of its respective Partnership Interests; provided, however, if any Partner elects not to make such Loans, the Partners making such Loans may increase their respective pro rata shares of such Loans or may make such Loans on any basis agreeable to the Partners making such Loan and the Managing Partners. The amounts so advanced on a pro rata basis shall (i) bear interest at an annual rate of two (2%) percent above the prime rate as publicly announced from time to time by the Bank of New York as its "prime rate" and (ii) be a general unsecured obligation of the Partnership, payable, together with accrued but unpaid interest, from the first funds available to the Partnership prior to any distributions to the Partners under Section 3.03 a. hereof. Any change in the prime rate shall immediately effect a change in the interest rate. The Loans shall be non-recourse to the Partners and shall be satisfied only from the assets of the Partnership.
