Common use of Payments of Capital Contributions Clause in Contracts

Payments of Capital Contributions. (a) The General Partner shall pay the Capital Contributions referenced in Section 3.1(a) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(a) so that the Partnership can comply with its obligations to pay the Performance Deposit in accordance with the terms of the Purchase Agreement and the Assignment Agreement. (b) The General Partner shall pay the Capital Contributions referenced in Section 3.1(b) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(b) on the Purchase Agreement Closing Date. (c) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(c) within five business days of the Limited Partner’s receipt of a request from the General Partner for such purpose. (d) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(d) promptly after receipt of a request from the General Partner for such purpose. (e) Except as otherwise provided in subsections (a), (b), (c), and (d) above, the Limited Partner shall pay its Capital Contributions monthly upon request by the General Partner in such amounts as are required to pay its share of all costs and expenses properly allocated to it hereunder. The General Partner may request on a monthly basis additional payments of the Capital Contributions agreed to be made by the Limited Partner for the Limited Partner’s share of (i) all costs and expenses estimated to have been and/or to be incurred by the Partnership during that calendar month except those for which advances have previously been made or for which payment will be made from another source and (ii) those costs and expenses estimated to be incurred by the Partnership during the next succeeding calendar month. Each monthly request for payment shall be adjusted to the extent the Limited Partners’ cumulative share of actual Partnership disbursements for the preceding calendar month’s costs and expenses is either greater or less than the amounts previously contributed by the Limited Partner for such purpose. Any request for payment by the Limited Partner of Capital Contributions shall be in writing and shall set forth (1) the type, nature or items of Partnership costs or expenses for which such payment will be used by the Partnership, including a division of the costs and expenses as contemplated in clauses (i) and (ii) of this Section 3.5(e) and the adjustment referred to in this Section 3.5(e), (2) the net amount of the Capital Contributions to be paid by the Limited Partner, and (3) the date by which payment of such Capital Contributions shall be received, which shall not be less than five business days from the date the notice is received by the Limited Partner. (f) Payments by the Limited Partner of its Capital Contributions shall be made by wire transfer of immediately available funds to the Partnership’s account as designated by the General Partner by notice to the Limited Partner pursuant to Section 12.1. (g) Any additional Capital Contributions agreed to be made by the Limited Partner pursuant to Section 3.3 may be requested only during the period commencing on the date they were originally requested by the General Partner under Section 3.3 and ending three months thereafter with respect to Capital Contributions to be used to pay Acquisition Costs and six months thereafter with respect to Capital Contributions to be used to pay Capital Costs and shall only be requested for and expended on the respective purposes for which they were agreed to be made.

Payments of Capital Contributions. (a) The General Partner Limited Partners shall pay the Capital Contributions referenced in Section 3.1(a) and agreed to be made by them pursuant to SECTION 3.3 on the Limited Partner shall pay closing date of the purchase of the Subject Property with respect to which such Capital Contributions referenced pertain or on such date or dates as shall be mutually agreed upon by the Partners in Section 3.2(a) so that the Partnership can comply with its obligations to pay the Performance Deposit in accordance with the terms of the Purchase Agreement and the Assignment Agreementgood faith. (b) The General Partner shall pay the Capital Contributions referenced in Section 3.1(b) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(b) on the Purchase Agreement Closing Date. (c) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(c) within five business days of the Limited Partner’s receipt of a request from the General Partner for such purpose. (d) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(d) promptly after receipt of a request from the General Partner for such purpose. (e) Except as otherwise provided in subsections SUBSECTION (a), (b), (c), and (dA) above, the each Limited Partner shall pay its Capital Contributions monthly upon request by the General Partner in such amounts as are required to pay its share of all costs and expenses properly allocated to it hereunder. The General Partner may request on a monthly basis additional payments of the Capital Contributions elected or agreed to be made by the a Limited Partner for the such Limited Partner’s 's share of (i) all costs and expenses estimated to have been and/or to be incurred by the Partnership during that calendar month except those for which advances have previously been made or for which payment will be made from another source and (ii) those costs and expenses estimated to be incurred by the Partnership during the next succeeding calendar monthsource. Each monthly request for payment shall be adjusted to the extent the a Limited Partners’ Partner's cumulative share of actual Partnership disbursements for the preceding calendar month’s 's costs and expenses is either greater or less than the amounts previously contributed by the such Limited Partner for such purpose. Any request from the General Partner to a Limited Partner for payment by the such Limited Partner of Capital Contributions shall be in writing and shall set forth (1i) the type, nature or items of Partnership costs or expenses for which such payment will be used by the Partnership, including a division of the costs invoices, cancelled checks and expenses as contemplated in clauses (i) and other similar items requested for each expense item if previously incurred, (ii) of this Section 3.5(e) and the adjustment referred to in this Section 3.5(e), (2) the net amount of the Capital Contributions to be paid by the such Limited Partner, Partner and (3iii) the date by which payment of such Capital Contributions shall be received, which shall not be less than five ten business days from the date the notice is received by the such Limited Partner. (fc) Payments by the each Limited Partner of its Capital Contributions shall be made by wire transfer of immediately available funds to the Partnership’s 's account as designated by the General Partner by notice to the such Limited Partner pursuant to Section SECTION 12.1. (g) Any additional Capital Contributions agreed to be made by the Limited Partner pursuant to Section 3.3 may be requested only during the period commencing on the date they were originally requested by the General Partner under Section 3.3 and ending three months thereafter with respect to Capital Contributions to be used to pay Acquisition Costs and six months thereafter with respect to Capital Contributions to be used to pay Capital Costs and shall only be requested for and expended on the respective purposes for which they were agreed to be made.

Payments of Capital Contributions. (a) The General Partner shall pay the Capital Contributions referenced in Section 3.1(a) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(a) so that the Partnership can comply with its obligations to pay the Performance Deposit in accordance with the terms of the Purchase Agreement and the Assignment Agreement. (b) The General Partner shall pay the Capital Contributions referenced in Section 3.1(b) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(b) on the Purchase Agreement Closing Date. (cb) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(c3.2(b) within five business days of the Limited Partner’s receipt of a request from the General Partner for such purpose. (dc) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(d3.2(c) promptly after receipt of a request from the General Partner for such purpose. (ed) Except as otherwise provided in subsections (a), (b), ) and (c), and (d) above, the Limited Partner shall pay its Capital Contributions monthly upon request by the General Partner in such amounts as are required to pay its share of all costs and expenses properly allocated to it hereunder. The General Partner may request on a monthly basis additional payments of the Capital Contributions agreed to be made by the Limited Partner for the Limited Partner’s share of (i) all costs and expenses estimated to have been and/or to be incurred by the Partnership during that calendar month except those for which advances have previously been made or for which payment will be made from another source and (ii) those costs and expenses estimated to be incurred by the Partnership during the next succeeding calendar month. Each monthly request for payment shall be adjusted to the extent the Limited Partners’ cumulative share of actual Partnership disbursements for the preceding calendar month’s costs and expenses is either greater or less than the amounts previously contributed by the Limited Partner for such purpose. Any request for payment by the Limited Partner of Capital Contributions shall be in writing and shall set forth (1) the type, nature or items of Partnership costs or expenses for which such payment will be used by the Partnership, including a division of the costs and expenses as contemplated in clauses (i) and (ii) of this Section 3.5(e3.5(d) and the adjustment referred to in this Section 3.5(e3.5(d), (2) the net amount of the Capital Contributions to be paid by the Limited Partner, Partner and (3) the date by which payment of such Capital Contributions shall be received, which shall not be less than five business days from the date the notice is received by the Limited Partner. (fe) Payments by the Limited Partner of its Capital Contributions shall be made by wire transfer of immediately available funds to the Partnership’s account as designated by the General Partner by notice to the Limited Partner pursuant to Section 12.1. (gf) Any additional Capital Contributions agreed to be made by the Limited Partner pursuant to Section 3.3 may be requested only during the period commencing on the date they were originally requested by the General Partner under Section 3.3 and ending three months thereafter with respect to Capital Contributions to be used to pay Acquisition Costs and six months thereafter with respect to Capital Contributions to be used to pay Capital Costs and shall only be requested for and expended on the respective purposes for which they were agreed to be made.

Payments of Capital Contributions. (a) The Chief Executive Officer shall cause to be prepared and delivered to General Partner shall pay Atlantic and GAP L.P. 10 business days prior to the end of each fiscal quarter of the Partnership an estimate of the amount of aggregate Capital Contributions referenced in Section 3.1(aexpected to be called and paid by the GA Partners (the "GA Call Amount") within the succeeding quarter, together with a brief explanation of the bases for such projected capital needs by the GA Partners. Up to $5,000,000 of such Capital Contributions (including the initial Capital Contributions made by the GA Partners) may be called during the first twelve months of the Partnership term and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(a) so that the Partnership can comply with its obligations to pay the Performance Deposit in accordance with the terms remaining $5,000,000, plus any portion of the Purchase Agreement and the Assignment Agreement. (b) The General Partner shall pay the Capital Contributions referenced in Section 3.1(b) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(b) on the Purchase Agreement Closing Date. (c) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(c) within five business days of the Limited Partner’s receipt of a request from the General Partner for such purpose. (d) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(d) promptly after receipt of a request from the General Partner for such purpose. (e) $5,000,000 not previously called, may be called at any time thereafter. Except as otherwise provided in subsections (a)herein, (b), (c), General Atlantic and (d) above, the Limited Partner GAP L.P. shall pay their proportionate shares of the GA Call Amount (which as of the Effective Date are 95.45% and 4.55%, respectively) until each such Partner has fulfilled its obligation to make its respective Capital Contributions monthly agreed to in Section 3.1 or 3.2, as applicable, upon request by the General Partner in such amounts as are required to pay its share of all costs and expenses properly allocated to it hereunder. The General Partner may request on a monthly basis additional payments of the Capital Contributions agreed to be made by the Limited Partner for the Limited Partner’s share of (i) all costs and expenses estimated to have been and/or to be incurred by the Partnership during that calendar month except those for which advances have previously been made or for which payment will be made from another source and (ii) those costs and expenses estimated to be incurred by the Partnership during the next succeeding calendar month. Each monthly request for payment shall be adjusted to the extent the Limited Partners’ cumulative share of actual Partnership disbursements for the preceding calendar month’s costs and expenses is either greater or less than the amounts previously contributed by the Limited Partner for such purposeChief Executive Officer. Any request for payment by the Limited Partner GA Partners of Capital Contributions all or a portion of a GA Call Amount shall be in writing and shall set forth (1a) the type, nature or items of Partnership costs or expenses for which such payment will be used by the Partnership, including a division of the costs and expenses as contemplated in clauses (i) and (ii) of this Section 3.5(e) and the adjustment referred to in this Section 3.5(e), (2) the net amount of the such Capital Contributions to be paid by the Limited Partner, respective GA Partners at such time and (3b) the date by which payment of such Capital Contributions shall be received, which (i) with respect to any call for a Capital Contribution which alone or in the aggregate with all other Capital Contributions made by the GA Partners during such fiscal quarter does not exceed the estimate for such quarter, shall not be less than five ten (10) business days from the date the notice is received received, and (ii) with respect to any call for a Capital Contribution which alone or in the aggregate with all other Capital Contributions made by the Limited Partner. (f) GA Partners during such fiscal quarter exceeds the estimate for such quarter, shall be not less than 30 calendar days from the date the notice is sent. Payments by the Limited Partner GA Partners of its their Capital Contributions shall be made by wire transfer of immediately available funds to the Partnership’s 's account as designated by the General Partner Chief Executive Officer by notice to the Limited Partner GA Partners pursuant to Section 12.113.1. (ga) Any additional In the event that a Partner fails or refuses to make when due its share of Capital Contributions, and if such failure is on the part of General Atlantic, at the time of such default, neither BEC with respect to this Agreement nor Brigxxx xxxh respect to the Employment Agreement, is in material default hereunder, then the Partnership shall have the right to pursue one or more of the remedies described in this Section 3.4 and any remedy existing at law or in equity for the collection of the unpaid amount of the Capital Contributions agreed to be made by in Sections 3.l and 3.2, including without limitation the Limited Partner prosecution of a suit against a defaulting Partner. (b) In the event that General Atlantic should fail or refuse to pay when due a call of its Capital Contributions under Section 3.1(b) as requested pursuant to Section 3.3 may be requested only during the period commencing on the date they were originally requested by the General Partner under Section 3.3 and ending three months thereafter (i) (A) with respect to Capital Contributions to be used to pay Acquisition Costs and six months thereafter the first such default such payment remains unpaid for 35 calendar days from the date due or (B) with respect to Capital Contributions any subsequent default such payment remains unpaid for 20 calendar days from the date due and (ii) at the time of such default neither BEC, with respect to this Agreement, nor Brigxxx xxxh respect to the Employment Agreement, is in material default thereunder, then (1) the Threshold Amount shall be used deemed to pay Capital Costs and shall only be requested for and expended on the respective purposes for which they were agreed to be made.have been reached, (2)

Payments of Capital Contributions. (a) The General Partner shall pay the Capital Contributions referenced in Section 3.1(a) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(a) so that on the Partnership can comply with its obligations to pay the Performance Deposit in accordance with the terms of the Purchase Agreement and the Assignment AgreementDelivery Date. (b) The General Partner shall pay the Capital Contributions referenced in Section 3.1(b) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(b) on within five business days after receipt by the Purchase Agreement Closing DateLimited Partner of a request from the General Partner for such purpose. (c) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(c) within five business days of promptly after receipt by the Limited Partner’s receipt Partner of a request from the General Partner for such purpose. (d) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(d) promptly after receipt of a request from the General Partner for such purpose. (e) Except as otherwise provided in subsections (a), (b), ) and (c), and (d) above, the Limited Partner shall pay its Capital Contributions monthly upon request by the General Partner in such amounts as are required to pay its share of all costs and expenses properly allocated to it hereunder. The General Partner may request on a monthly basis additional payments of the Capital Contributions agreed to be made by the Limited Partner for the Limited Partner’s 's share of (i) all costs and expenses estimated to have been and/or to be incurred by the Partnership during that calendar month except those for which advances have previously been made or for which payment will be made from another source and (ii) those costs and expenses estimated to be incurred by the Partnership during the next succeeding calendar month. Each monthly request for payment shall be adjusted to the extent the Limited Partners’ ' cumulative share of actual Partnership disbursements for the preceding calendar month’s 's costs and expenses is either greater or less than the amounts previously contributed by the Limited Partner for such purpose. Any request for payment by the Limited Partner of Capital Contributions shall be in writing and shall set forth (1) the type, nature or items of Partnership costs or expenses for which such payment will be used by the Partnership, including a division of the costs and expenses as contemplated in clauses (i) and (ii) of this Section 3.5(e3.5(d) and the adjustment referred to in this Section 3.5(e3.5(d), (2) the net amount of the Capital Contributions to be paid by the Limited Partner, Partner and (3) the date by which payment of such Capital Contributions shall be received, which shall not be less than five business days from the date the notice is received by the Limited Partner. (fe) Payments by the Limited Partner of its Capital Contributions shall be made by wire transfer of immediately available funds to the Partnership’s 's account as designated by the General Partner by notice to the Limited Partner pursuant to Section 12.1. (gf) Any additional Capital Contributions agreed to be made by the Limited Partner pursuant to Section 3.3 may be requested only during the period commencing on the date they were originally requested by the General Partner under Section 3.3 and ending three months thereafter with respect to Capital Contributions to be used to pay Acquisition Costs and six months thereafter with respect to Capital Contributions to be used to pay Capital Costs and shall only be requested for and expended on the respective purposes for which they were agreed to be made.

Payments of Capital Contributions. (a) The General Partner Limited Partners shall pay an amount not to exceed $2,610,000 of the Capital Contribution referenced in SECTION 3.2(A) on the Delivery Date, which amount shall be immediately applied by the Partnership to the payment of the Purchase Price attributable to the Subject Properties to be acquired from Exxon Corporation. The Limited Partners shall pay the Capital Contributions referenced in Section 3.1(aSECTION 3.2(B) and on the Delivery Date, which amount shall immediately be applied by the Partnership to the payment of the Placement Fee. The Limited Partner Partners shall pay an amount not to exceed the remaining portion of its Capital Contributions Contribution referenced in Section 3.2(aSECTION 3.2(A) so that on the date on which the Partnership can comply with its obligations is to pay acquire the Performance Deposit in accordance with the terms Amoco Properties, provided that all of the Purchase Agreement and the Assignment Agreementconditions set forth in such Section have been satisfied. (b) The General Partner shall pay the Capital Contributions referenced in Section 3.1(b) and the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(b) on the Purchase Agreement Closing Date. (c) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(c) within five business days of the Limited Partner’s receipt of a request from the General Partner for such purpose. (d) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(d) promptly after receipt of a request from the General Partner for such purpose. (e) Except as otherwise provided in subsections SUBSECTION (a), (b), (c), and (dA) above, the each Limited Partner shall pay its Capital Contributions monthly upon request by the General Partner in such amounts as are required to pay its share of all costs and expenses properly allocated to it hereunder. The General Partner may request on a monthly basis additional payments of the Capital Contributions elected or agreed to be made by the a Limited Partner for the such Limited Partner’s 's share of (i) all costs and expenses estimated to have been and/or to be incurred by the Partnership during that calendar month except those for which advances have previously been made or for which payment will be made from another source and (ii) those costs and expenses estimated to be incurred by the Partnership during the next succeeding calendar monthsource. Each monthly request for payment shall be adjusted to the extent the a Limited Partners’ Partner's cumulative share of actual Partnership disbursements for the preceding calendar month’s 's costs and expenses is either greater or less than the amounts previously contributed by the such Limited Partner for such purpose. Any request from the General Partner to a Limited Partner for payment by the such Limited Partner of Capital Contributions shall be in writing and shall set forth (1i) the type, nature or items of Partnership costs or expenses for which such payment will be used by the Partnership, including a division of the costs invoices, canceled checks and expenses as contemplated in clauses (i) and other similar items requested for each expense item if previously incurred, (ii) of this Section 3.5(e) and the adjustment referred to in this Section 3.5(e), (2) the net amount of the Capital Contributions to be paid by the such Limited Partner, Partner and (3iii) the date by which payment of such Capital Contributions shall be received, which shall not be less than five ten business days from the date the notice is received by the such Limited Partner. (fc) Payments by the each Limited Partner of its Capital Contributions shall be made by wire transfer of immediately available funds to the Partnership’s 's account as designated by the General Partner by notice to the such Limited Partner pursuant to Section SECTION 12.1. (g) Any additional Capital Contributions agreed to be made by the Limited Partner pursuant to Section 3.3 may be requested only during the period commencing on the date they were originally requested by the General Partner under Section 3.3 and ending three months thereafter with respect to Capital Contributions to be used to pay Acquisition Costs and six months thereafter with respect to Capital Contributions to be used to pay Capital Costs and shall only be requested for and expended on the respective purposes for which they were agreed to be made.

Payments of Capital Contributions. (a) The General Limited Partner shall pay the Capital Contributions referenced in Section 3.1(a3.2(a) and as follows: (i) the Limited Partner shall pay the Capital Contributions referenced in Section 3.2(a) so that on the Partnership can comply with its obligations Acquisition Closing Date to pay the Performance Deposit in accordance with the terms extent of 80% of the sum of (i) the Adjusted Purchase Agreement and Price plus (ii) the Assignment Agreement.Adjusted Agreed Value, as all such amounts are reflected in the applicable Preliminary Closing Statement; and (bii) The General thereafter, if the sum of the Adjusted Purchase Price plus the Adjusted Agreed Value (as reflected in the applicable Final Closing Statement) exceeds the sum of the Adjusted Purchase Price plus the Adjusted Agreed Value (as reflected in the applicable Preliminary Closing Statement), the Limited Partner shall pay the Capital Contributions referenced in Section 3.1(b3.2(a) and on the Final Settlement Date to the extent of 80% of the difference. (b) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(b) on within five business days of the Purchase Agreement Closing DateLimited Partner's receipt of a request from the General Partner for such purpose. (c) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(c) within five business days of the Limited Partner’s promptly after receipt of a request from the General Partner for such purpose. (d) The Limited Partner shall pay the Capital Contributions referenced in Section 3.2(d) promptly after receipt of a request from the General Partner for such purpose. (e) Except as otherwise provided in subsections (a), (b), and (c), and (d) above, the Limited Partner shall pay its Capital Contributions monthly upon request by the General Partner in such amounts as are required to pay its share of all costs and expenses properly allocated to it hereunder. The General Partner may request on a monthly basis additional payments of the Capital Contributions agreed to be made by the Limited Partner for the Limited Partner’s 's share of (i) all costs and expenses estimated to have been and/or to be incurred by the Partnership during that calendar month except those for which advances have previously been made or for which payment will be made from another source and (ii) those costs and expenses estimated to be incurred by the Partnership during the next succeeding calendar month. Each monthly request for payment shall be adjusted to the extent the Limited Partners’ ' cumulative share of actual Partnership disbursements for the preceding calendar month’s 's costs and expenses is either greater or less than the amounts previously contributed by the Limited Partner for such purpose. Any request for payment by the Limited Partner of Capital Contributions shall be in writing and shall set forth (1) the type, nature or items of Partnership costs or expenses for which such payment will be used by the Partnership, including a division of the costs and expenses as contemplated in clauses (i) and (ii) of this Section 3.5(e3.5(d) and the adjustment referred to in this Section 3.5(e3.5(d), (2) the net amount of the Capital Contributions to be paid by the Limited Partner, and (3) the date by which payment of such Capital Contributions shall be received, which shall not be less than five business days from the date the notice is received by the Limited Partner. (fe) Payments by the Limited Partner of its Capital Contributions shall be made by wire transfer of immediately available funds to the Partnership’s 's account as designated by the General Partner by notice to the Limited Partner pursuant to Section 12.1. (gf) Any additional Capital Contributions agreed to be made by the Limited Partner pursuant to Section 3.3 with respect to any Optional Development Operation may be requested only if the Optional Development Operation is commenced within six months following the date the request to agree to make such additional Capital Contributions was made by the General Partner to the Limited Partner pursuant to Section 3.3(c). Any additional Capital Contributions agreed to be made by the Limited Partner pursuant to Section 3.3 with respect to any Acquisition may be requested only during the period commencing on the date they were originally requested the request to elect to make such additional Capital Contributions was made by the General Partner to the Limited Partner under Section 3.3 and ending three months thereafter with respect to Capital Contributions to be used to pay Acquisition Costs and six months thereafter with respect to Capital Contributions to be used to pay Capital Costs and shall only be requested for and expended on the respective purposes for which they were agreed to be madethereafter.