Common use of Commitment Period Clause in Contracts

Commitment Period. Prior to the termination of the Commitment Period, additional capital contributions may be drawn down pursuant to 6.1.3 for any purpose contemplated under this Agreement, including for the purpose of funding new Portfolio Investments. After the expiration of the Commitment Period, the Company will not call for or accept, and the Members shall not be obligated to make, any capital contributions to fund new Portfolio Investments other than: (a) Portfolio Investments that are significantly in process prior to the expiration of the Commitment Period and as to which the Company and the prospective Portfolio Company have commenced, in good faith, negotiating the terms of the investment and which the Company reasonably expects to be consummated prior to the date that is 90 days after the date of the expiration of the Commitment Period; or (b) Follow-on investments in existing Portfolio Companies up to an aggregate amount not to exceed an amount equal to 10% of the aggregate cumulative invested amounts. For the avoidance of doubt, the following shall not be treated as new Portfolio Investments: (i) funding amounts to Portfolio Companies pursuant to credit facilities in place prior to the termination of the Commitment Period, and (ii) funding amounts to be used to exercise or convert options, warrants or other convertible securities held by the Company. The Company at any time (i.e., regardless of whether the Commitment Period has expired) may call for capital contributions (and the Members shall be obligated to fund such contributions) pursuant to (and subject to the limitations of) 6.1.3 for purposes of paying Company Expenses, repaying indebtedness, making payments with respect to guarantees and other liabilities and obligations of the Company, and establishing reserves therefor, and any other purpose permissible under this Agreement. Nothing in this 6.1.4 shall require any Common Unitholder to make capital contributions or payments to the Company other than as provided in this Agreement.

Commitment Period. Prior to the termination of the Commitment Period, additional capital contributions may be drawn down pursuant to 6.1.3 for any purpose contemplated under this Agreement, including for the purpose of funding new Portfolio Investments. After the expiration of the Commitment Period, the Company will not call for or accept, and the Members shall not be obligated to make, any capital contributions to fund new Portfolio Investments other than: (a) Portfolio Investments that are significantly in process prior to the expiration of the Commitment Period and as to which the Company and the prospective Portfolio Company have commenced, in good faith, negotiating the terms of the investment and which the Company reasonably expects to be consummated prior to the date that is 90 days after the date of the expiration of the Commitment Period; or (b) Follow-on investments in existing Portfolio Companies up to an aggregate amount not to exceed an amount equal to 10% of the aggregate cumulative invested amountsCommitments of all Common Unitholders. For the avoidance of doubt, the following shall not be treated as new Portfolio Investments: (i) funding amounts to Portfolio Companies pursuant to credit facilities in place prior to the termination of the Commitment Period, and (ii) funding amounts to be used to exercise or convert options, warrants or other convertible securities held by the Company. The Company at any time (i.e., regardless of whether the Commitment Period has expired) may call for capital contributions (and the Members shall be obligated to fund such contributions) pursuant to (and subject to the limitations of) 6.1.3 for purposes of paying Company Expenses, repaying indebtedness, making payments with respect to guarantees and other liabilities and obligations of the Company, and establishing reserves therefor, and any other purpose permissible under this Agreement. Nothing in this 6.1.4 shall require any Common Unitholder to make capital contributions or payments to the Company other than as provided in this Agreement.