Shortfall Funding. Should the average annual deposit by the City (measured from the opening date of the Venue) ofsum of (x) annual City Deposits, plus (y) any prior payments into the City Maintenance and ImprovementCapital Fund by Hardball under this Section IV(D)(3), atas determined as of the conclusion of any calendar year of the Term, be less than Two Hundred and Fifty Thousand Dollars ($250,000) per calendar year, measured from January 1 of the year in which the first Hardball Home Game is played at the Venue, Hardball will, no later than January 31February 15 of the following year, contribute to the City Maintenance and ImprovementCapital Fund an amount sufficient to raise the average total annual deposit to Two Hundred and Fifty Thousand Dollars ($250,000) per year; provided, however, :
Shortfall Funding. All Shortfall Funding shall be repaid by PA or the applicable PC to Manager out of Surpluses in collected revenues in subsequent months. All Shortfall Funding shall incur simple interest (based upon a three hundred sixty (360) day year) at the lesser of the “Prime Rate” as published from time to time by the Wall Street Journal, plus one percent (1%), or the maximum amount permitted by Texas law. To the extent such Shortfall Funding is not repaid in full out of Surpluses in collected revenues in subsequent months by the expiration or the earlier termination of this Agreement, PA or such PC shall pay to Manager the full amount of the unpaid Shortfall Funding within thirty (30) days following the expiration or the earlier termination of this Agreement. To secure the repayment of all Shortfall Funding owed by PA or a PC to Manager pursuant to this Section 6, PA and each PC hereby grants to Manager a security interest in all of PA’s or such PC’s assets, including without limitation a priority security interest in: (a) all present and future accounts receivable of PA or such PC, and the proceeds therefrom, and other rights of PA or such PC relating to the payment of money for services rendered by or on behalf of PA or such PC, no matter how evidenced, all chattel paper, instruments and other writings evidencing any such right, and all goods repossessed or returned in connection therewith, including all proceeds from the sale or disposition of the foregoing, (b) all of PA’s or such PC’s fixtures and appurtenances thereto, and (c) such other goods, general intangibles, chattels, fixtures, equipment (of every nature and description), furniture and personal property that is now owned or may hereafter be acquired by PA or such PC (the “Collateral”). In the event any Shortfall Funding is not paid when due, or upon any default as defined herein, Manager may, with or without terminating this Agreement, exercise all rights and remedies afforded a secured party under the Texas Uniform Commercial Code. PA hereby covenants and agrees, and shall cause each PC to covenant and agree, to execute and deliver any and all financing statements or other documents which may be necessary in Manager’s reasonable judgment to evidence and perfect Manager’s security interest hereunder. All rights and remedies of Manager shall be cumulative and may be exercised successively or concurrently and, to the extent consistent with the exercise of any such right, without impairment of Manager’s se...
Shortfall Funding. Upon the default of a Limited Partner pursuant to Section 3.5 or the exclusion or excuse of a Limited Partner pursuant to Section 3.6, the General Partner, at its sole discretion, may
Shortfall Funding. Should the average annual deposit by the City (measured from the opening date of the Venue) of City Deposits, plus any prior payments into the City Maintenance and Improvement Fund by Hardball under this Section IV(D)(3), at the conclusion of any calendar year of the Term be less than Two Hundred and Fifty Thousand Dollars ($250,000), Hardball will, no later than January 31 of the following year, contribute to the City Maintenance and Improvement Fund an amount sufficient to raise the average annual deposit to Two Hundred and Fifty Thousand Dollars ($250,000) per year; provided, however, (i) with respect to calendar years of this Agreement where Gross Naming Rights Revenue (as defined in Section IX(A)) paid by the Naming Rights Partner is at least Four Hundred Thousand Dollars ($400,000), Hardball’s payment obligations under this Section (IV)(D)(3) shall be increased so as to ensure average annual deposits into the City Maintenance and Improvement Fund are at least Three Hundred Thousand Dollars ($300,000) in such years, and (ii) with respect to calendar years of this Agreement where Gross Naming Rights Revenue paid by the Naming Rights Partner is at least Five Hundred Thousand Dollars ($500,000), Hardball’s payment obligations under this Section (IV)(D)(3) shall be increased so as to ensure average annual deposits into the City Maintenance and Improvement Fund are at least Three Hundred Fifty Thousand Dollars ($350,000) in such years. The increased deposit requirements set out in clauses (i) and (ii) herein shall only apply to average of the annual deposits in the years in which the particular Gross Naming Rights Revenue thresholds above are met; they shall not relate back or forward and require the increased deposits for all years (i.e., the average calculation will not include years in which the applicable threshold was not met).
