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:
Defaulting Members. No Defaulting Member may transfer its Interest except (i) as expressly provided under Article 8, and (ii) with the consent of the Nondefaulting Members.
Defaulting Members. (a) Upon the failure of any Member (a “Defaulting Member”) to pay in full any portion of the Drawdown within the 10 calendar days after the Due Date (the “Default Date”), the other 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. 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:
Defaulting Members. (a) (x) 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 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 CGMSF, CGMSF shall be considered a “Defaulting Member” for purposes of this Agreement automatically if CGMSF 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 CGMSF 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. If any Member fails to contribute the full amount of its Additional Contributions required to be made pursuant to this Section 2 on or prior to the date (the "Due Date") specified in the Call Notice (such Member, a "Defaulting Member"), then, in addition to such Member losing its voting rights under this Agreement, as the exclusive remedies of the Company and the other Members (each a "Non-Defaulting Member"), the Non-Defaulting Member shall have the following remedies, exercisable by notice from the Non-Defaulting Member to the Defaulting Member: (i) to cause the Company to xxx the Defaulting Member for damages, and (ii) either: (A) to elect to lend (or to cause the Non-Defaulting Member's affiliates to lend), to the Defaulting Member or to the Company, as determined in the sole discretion of the Non-Defaulting Member, the amount of such Additional Contribution that was not made timely by the Defaulting Member, or (B) to elect to contribute the amount of such Additional Contribution that was not made timely by the Defaulting Member. Upon a Member becoming a Defaulting Member and the Non-Defaulting Member timely contributing both (x) the Additional Contribution required to be made by the Non-Defaulting Member and (y) the portion of the Additional Contribution that was not made timely by the Defaulting Member, Shares of the Defaulting Member shall be deemed immediately redeemed by the Company and reissued to the Defaulting Member and the Non-Defaulting Member(s) in the proportion that each Member's Invested Capital (as hereinafter defined) bears to the total Invested Capital of all Members. Upon the failure of the Non-Defaulting Member to elect which of the remedies specified in clause (ii)(A) or (ii)(B) of this Section 2(b) has been selected, by written notice to the Company and the Defaulting Member given within thirty (30) days after funding the share of the Additional Contribution not made by the Defaulting Member, the remedy described in such clause (ii)(B) shall be deemed to have been selected. The remedies described in clauses (i) and (ii) of this Section 2 shall be cumulative, and all or any of them may be elected and apply simultaneously, except that the remedies described in clauses (ii)(A) and (ii)(B) of this Section 2(b) shall be mutually exclusive with respect to each Call Notice.
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:
Defaulting Members. (a) If at any time a Member shall fail to make a required Capital Contribution to the Company when due under a Funding Notice (a “Defaulting Member”), a Majority Vote of Tier One Parallel Investment Vehicles, acting under the Voting Agreement, may subject such Defaulting Member to certain adverse consequences, including, but not limited to: (i) interest accruing on the amount of such default and any costs of collection associated therewith commencing on the date such Capital Contribution was due at the lesser of (A) the rate of twenty percent (20%) per annum and (B) the maximum rate permitted by applicable law (such default amount, together with any associated collection costs, including legal fees and expenses, plus any other liability or obligation incurred by the Company in connection with such default (but specifically excluding punitive and consequential damages) plus interest being the “Default Amount”); and (ii) causing distributions that would otherwise be made to the Defaulting Member to be credited against the Default Amount in a manner to be determined pursuant to the Voting Agreement (which such determination shall be based on the determination of a Majority Vote of Tier One Parallel Investment Vehicles). In addition, while any of the Default Amount remains outstanding, the Defaulting Member shall forfeit its right to vote on matters on which such Defaulting Member or its representative(s) on the Board of Directors would otherwise be entitled to vote and if the Company is a Tier One Parallel Investment Vehicle, the Company shall forfeit such portion of its right to vote under the Voting Agreement attributable to such Defaulting Member’s Consortium Percentage Interest.
Defaulting Members a) If a Non-Managing Member fails to pay any amount which it is required to pay to the Company on or before the date when such amount is due and payable. such Non- Managing Member shall be deemed to be in default hereunder (a Defaulting Member). and written notice of default shall be given to such Non-Managing Member by the Managing Members. The Company shall be entitled to enforce the obligations of each Non-Managing Member to make the contributions to capital specified in this Agreement. and the Company shall have all remedies available at law or in equity in the event any such contribution is not so made. In the event of any legal proceedings relating to a default by a Defaulting Member. such Defaulting Member shall pay all costs and expenses incurred by the Company, including attorneys fees, if the Company shall prevail. Further, such Defaulting Member shall be obligated to pay the Company interest with respect to the amount of any capital contribution not made when required by this Agreement, with such interest commencing on the date such contribution is initially due and ending on the date such contribution is made to the Company. Such interest shall be calculated on the basis of the then current reference rate announced by U.S. Federal Reserve Open Market Committee, or by any other USA commercial bank with capital in excess of one billion dollars selected by the Managing Members, plus five percent 5% per annum.
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.
