Contributions and Loans Clause Samples

Contributions and Loans. (a) The Member may make contributions of any tangible or intangible benefit, cash or other property to the capital of the Company at any time. Each Member’s Membership interest is listed on Schedule A(attached and incorporated into this Agreement), which the Member(s) should update as necessary. (b) The Member may extend loans to the Company. Loans made by the Member to the Company are not considered capital contributions. The Member has exclusive authority to P;\CorpSec\rvlaintenance\Atlns Redi Mix\LLC_Agreemeni.DOC

Contributions and Loans. (a) By execution of this Agreement, the Limited Partner hereby agrees to contribute to the capital of the Partnership all of its assets and other rights (which are described on Exhibit “A” attached hereto), subject to the liabilities and obligations relating to such assets (which are listed and described on Exhibit “B” attached hereto). The Partnership hereby agrees to accept conveyance of the assets described on Exhibit “A” and assume the liabilities and obligations described on Exhibit “B” attached hereto upon such conveyance. The General Partner agrees to contribute to the capital of the Partnership an amount of cash equal to one percent (1%) of the total capital contributions to the Partnership. (b) Neither the General Partner nor the Limited Partner shall have any obligation to make any further contributions to the Partnership other than as may be specifically required pursuant to the terms of the Act or any other legal requirement. (c) The Limited Partner and the General Partner shall have the right, but not the obligation, to extend loans to the Partnership at the request of the General Partner upon such terms and conditions as may be agreed to between the lending Partner and the Partnership. The General Partner shall have the full and exclusive authority in determining whether borrowed funds are required for the continued operation of the Partnership and negotiating the terms and conditions of any loans obtained by the Partnership from the General Partner or the Limited Partners. Nothing contained in this Section 3(c) shall imply that any of the Partners has any liability or obligation whatsoever to loan any funds to the Partnership at any time.

Contributions and Loans. (a) By execution of this Agreement, the Partners hereby agree to contribute to the capital of the Partnership the dollar amounts set forth next to each Partner’s name on Exhibit A attached hereto in exchange for their interest in the Partnership. (b) Neither the General Partner nor the Limited Partner shall have any obligation to make any further contributions to the Partnership other than as may be specifically required pursuant to the terms of the Act or any other legal requirement. (c) The Limited Partner and the General Partner shall have the right, but not the obligation, to extend loans to the Partnership at the request of the General Partner upon such terms and conditions as may be agreed to between the lending Partner and the Partnership. The General Partner shall have the full and exclusive authority in determining whether borrowed funds are required for the continued operation of the Partnership and negotiating the terms and conditions of any loans obtained by the Partnership from the General Partner or the Limited Partners. Nothing contained in this Section 3(c) shall imply that any of the Partners has any liability or obligation whatsoever to loan any funds to the Partnership at any time.

Contributions and Loans. In connection with the dissolution of the J.V. Company, Tellabs shall reimburse AFC for AFC's loans and advances to the J.V. Company in the amount of $1,650,563.51. In exchange for such reimbursement, AFC shall waive the debt and accounts receivable owed to AFC by the J.V. Company in an amount of $1,650,563.51, which is comprised of a $1,000,000 loan and $650,563.51 of accounts payable owing to AFC. In addition, Tellabs shall pay to AFC (i) interest of $69,791.87 (comprised of interest expense of $60,648.50 accrued up through June 15, 1996 plus $9,143.37 in interest income on cash in bank since June 15, 1996); and (ii) $31,001.94 representing equipment lease payments paid by AFC after April 3, 1996 relating to assets retained by Tellabs hereunder. The interest payment and equipment lease reimbursements are not included in the $1,650,563.51 owing on the loan and accounts payable.

Contributions and Loans