Common use of Closing Contributions Clause in Contracts

Closing Contributions. If neither Member elects to be an Opt-Out Member, then on or before the Acquisition Date, the Members shall contribute in cash (or be credited to the extent as provided in Section 3.1(a) or Section 3.1(b)(i) with making cash contributions) to the capital of the Company (the “Initial Capital Contributions”) their pro rata share (based upon their relative Percentage Interests) of a reasonable amount of initial working capital and other Reserves (which shall include anticipated capital expenditures to be made in the period following acquisition of the leasehold interest in the Property as set forth in the initial Annual Budget for the Company attached hereto as Schedule 1, Pursuit Costs and other amounts payable or reimbursable by the Company under Section 3.1(b)(i)), as Approved by the Members. Manager will deliver to the Members for Approval a statement of sources and uses for the closing and a detailed estimate of the Initial Capital Contributions. Amounts payable to the Company by a Member on the Acquisition Date may be set off from amounts the Company owes to a Member and each Member shall receive credits for payments made prior to the Acquisition Date for amounts paid to a third party as set forth in such Approved closing statement.

Closing Contributions. If neither Member elects to be an Opt-Out Member, then on or before the Acquisition Date, the Members shall contribute in cash (or be credited to the extent as provided in Section 3.1(a) or Section 3.1(b)(i) with making cash contributions) to the capital of the Company (the “Initial Capital Contributions”) their pro rata share (based upon their relative Percentage Interests) of the sum of (x) the amount reasonably necessary to close the acquisition of the Property assuming the Deposit will be returned to the Members who delivered the Deposit and taking into account the Financing, closing costs, Pursuit Costs, other amounts payable or reimbursable by the Company under Section 3.1(b)(i) and (y) a reasonable amount of initial working capital and other Reserves (which shall include anticipated capital expenditures to be made in the period following acquisition of the leasehold interest in the Property as set forth in the initial Annual Budget for the Company attached hereto as Schedule 1, Pursuit Costs and other amounts payable or reimbursable by the Company under Section 3.1(b)(i)), as Approved by the Members. Manager will deliver to the Members for Approval a statement of sources and uses for the closing and a detailed estimate of the Initial Capital Contributions. Amounts payable to the Company by a Member on the Acquisition Date may be set off from amounts the Company owes to a Member and each Member shall receive credits for payments made prior to the Acquisition Date for amounts paid to a third party as set forth in such Approved closing statement.