Defaulting Members Sample Clauses
POPULAR SAMPLE Copied 1 times
Defaulting Members. (a) Upon the failure of any Member (a “Defaulting Member”) to pay in full any portion of such Member’s Capital Commitment within ten (10) days after written notice from any other Member (the “Default Date”) that such payment is overdue, each of the other Members, in its sole discretion, shall have the right to pursue one or more of the following remedies on behalf of the Company, and at the Company’s expense, if such failure has not been cured in full within such ten-day period:
(i) collect such unpaid portion (and all attorneys’ fees and other costs incident thereto) by exercising and/or pursuing any legal remedy the Company may have;
(ii) pay to the Company the Defaulting Member’s unpaid portion of the capital call (and, upon such payment, a corresponding portion of the Defaulting Member’s interest in the Company shall be transferred to such Member); and
(iii) upon thirty (30) days’ written notice (which period may commence during the ten-day notice period provided above), and provided that the overdue payment has not been made, dissolve and wind down the Company in accordance with Article 8. Except as set forth below, the non-defaulting Members’ election to pursue any one of such remedies shall not be deemed to preclude such Members from pursuing any other such remedy, or any other available remedy, simultaneously or subsequently.
(b) Notwithstanding any provision of this Agreement to the contrary,
(i) a Defaulting Member shall remain fully liable to the creditors of the Company to the extent provided by law as if such default had not occurred; and
(ii) a Defaulting Member shall not be entitled to distributions made after the Default Date until the default is cured; provided, however, that the Company shall have the right, but not the obligation, to apply any such distributions towards the amount otherwise payable by the Defaulting Member to the Company.
Defaulting Members. (a) If any Member, excluding any Class C Unit holder, fails to make, when due, any portion of its capital contribution required to be contributed by such Member pursuant to this Agreement, or any other payment required to be made by it under this Agreement when required to be made, then the Company will promptly provide written notice of such failure to such Member. If such Member fails to make such capital contribution or other payment within five (5) Business Days after receipt of such notice, then such Member may, in the discretion of the Managers, be deemed a “Defaulting Member”. The Company may exercise any remedy available to it at law or equity against a Defaulting Member. Not in limitation of any of the Company’s remedies, interest will accrue on the portion of the Defaulting Member's capital contribution or other payment it failed to fund (“Failed Payment”), at the prime rate plus 2% per annum, up to the highest rate permitted by law. The Company shall also be entitled to reimbursement from a Defaulting Member for any and all costs and expenses in collecting any portion of a Failed Payment including, without limitation, attorney's fees and disbursements (to the extent permitted by applicable law).
Defaulting Members. No Defaulting Member may Transfer any of its Interest except with the consent of the Non-Defaulting Member and subject to Section 9.2(a).
Defaulting Members. (a) Upon the failure of any Member (a “Defaulting Member”) to pay in full any portion of such Member’s Capital Commitment within the time period specified in the related Capital Call Notice (the Business Day next succeeding the tenth (10th) Business Day immediately following the expiration of such time period being the “Default Date”) in accordance with Section 3.1(a), each non-Defaulting Member, in its sole discretion, shall have the right, without notice to the Defaulting Member, to pursue one or more of the following remedies on behalf of the Company: (i) collect such unpaid portion (and all attorneys’ fees and other costs incident thereto) by exercising and/or pursuing any legal remedy the Company may have; (ii) contribute such unpaid portion to the Company, which amount shall be deemed a Temporary Advance and returned to the non-defaulting Member pursuant to Section 3.2 hereof; 14
Defaulting Members. (a) If any Member fails to make any Capital Contribution Obligation payment when due, then interest shall accrue on the delinquent payment amount at the Reference Rate plus five percent (5%) until paid. This shall not be an exclusive remedy, but shall be in addition to all other remedies of the Company and the other Members.
(b) In the event that at any time or for any reason a Member (each a “Delinquent Member”) fails to fulfill it’s Operating Capital Contribution Obligation on or before the date due thereof, then and in that event the Manager or other Member acting for an on behalf of the Company may cause written notice of such default to be given to the Delinquent Member. If the payment default shall continue for a period of fifteen (15) days after the date of written notice of default, then the other Members (each a “Contributing Member”) if willing to do so, may upon written notice to the other Members pay the Delinquent Member’s Operating Capital Contribution in excess of such Member’s Percentage Interest and shall have the option to treat that amount as an additional Capital Contribution or as a demand loan to the Delinquent Member (which shall accrue interest at the Reference Rate plus 5% until paid), which election shall be made, in writing, at the same time the contribution is made. If there is more than one Contributing Member, then the Contributing Members may allocate such contribution by them and in no event shall either of them have the right without mutual written agreement to make a contribution more than a pro rata amount according to their respective Percentage Interests. If a Contributing Member fails to make said election, the contribution shall be deemed to be an additional Capital Contribution. If a Contributing Member elects to treat the contribution as an additional Capital Contribution such funds shall be allocated to such Member’s Capital Account and such Member’s Membership Interest, Membership Units and Percentage Interest shall be adjusted by the Manager following such Capital Contribution to reflect the new amounts based on the Agreed Value as of the time of the Capital Contribution as determined by the Manager, whose determination shall be binding and conclusive on the parties hereto. If a Contributing Member treats such contribution as a demand loan to the Defaulting Member, then from and after the date of the contribution by the Contributing Member or Members, distributions from the Company due to the Defaulting Member sh...
Defaulting Members. If any Member (a "Defaulting Member") ------------------ ----------------- fails to make full payment of any portion of any additional Capital Contribution called by the Managing Member pursuant to Section 3.5(c), the Managing Member -------------- may undertake any one or more of the following steps:
(a) The Managing Member may pursue and enforce all rights and remedies the Company may have against such Defaulting Member, including a lawsuit to collect the overdue amount, with interest calculated thereon at a rate equal to 12%.
(b) Notwithstanding anything herein to the contrary, from and after any date on which a Defaulting Member's fails to make any additional Capital Contribution pursuant to Section 3.5(c), if such Defaulting Member -------------- continues to hold Units, such Defaulting Member shall have no right to receive any distributions from the Company until such time as the amount of distributions that would have been made to the Defaulting Member shall have been reduced by an amount equal to the sum of (A) an amount equal to 18% per annum, compounded annually, of the unpaid additional Capital Contribution and (B) an amount equal to the unpaid Capital Contribution, and such reduced amount shall have been distributed to the Investors other than the Defaulting Member pursuant to Section 5.2(b). --------------
Defaulting Members. If any Member materially breaches or violates this Agreement or fails to perform any of its respective obligations hereunder (a “Default”), the Board of Directors shall have the right to give such Member (the “Defaulting Member”) a notice of default (a “Notice of Default”). The Notice of Default shall set forth the nature of the Default and a copy thereof shall be given to the Board.
Defaulting Members. The Company shall be entitled to enforce the obligations of each Member to make the contributions specified in this Article, and the Company acting at the direction of Management shall have all remedies available at law or in equity in the event any such contribution is not so made. The Company shall be entitled to recover the reasonable attorney’s fees and other costs of enforcing the Members’ obligations under this Article and shall also be entitled to recover interest on any unpaid contributions, from the due date of such capital contribution, at 400 basis points over the Base Rate from time to time in effect. Article 5 Distributions by the Company
Defaulting Members. Upon the failure of any Member (a “Defaulting Member”) to pay in full any portion of such Member’s Unfunded Capital Commitment within ten (10) days after written notice from the other Member (the “Default Date”) that such payment is overdue, the other Member (so long as it is not a Defaulting Member) (a “Non-Defaulting Member”), in its sole discretion, shall have the right to pursue one or more of the following remedies on behalf of the Company if such failure has not been cured in full within such ten-day period; provided, that, in the case of TCG BDC, TCG BDC shall be considered a “Defaulting Member” for purposes of this Agreement automatically if TCG BDC fails to make such payment within ten (10) days following the date upon which such payment was due by all Members, and the “Default Date” for TCG BDC shall be considered the 11th day following the date upon which such payment was due, or (y) on the date that a Member becomes a Pledge Defaulting Member (the “Pledge Default Date”), the Pledge Non-Defaulting Member, in its sole discretion, shall have the right to pursue one or more of the following remedies on behalf of the Company:
Defaulting Members. In the event that a Member fails to contribute, in a timely manner, any portion of the Capital Commitment required to be contributed by such Member, the Managing Member shall send a notice of such default to such member in accordance with Section 14.10 of this Agreement. If such Member fails or refuses to pay in full such Defaulted Portion of the Capital Commitment within five Business Days after receipt of such notice (the “Default Date”), then such Member (a “Defaulting Member”) shall be in default and shall be subject to the provisions of this Section 4.6.