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 the other Member (the “Default Date”) that such payment is overdue, 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 if such failure has not been cured in full within such ten-day period:
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. 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) 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. (i) In the event any Member fails to make any Required Contribution when due pursuant to Section 4.1(b), which failure continues for ten (10) Business Days (a “Defaulting Member”), interest will accrue on any unpaid amount of such Required Contribution (such unpaid Required Contribution, the “Base Default Amount”) until the amount thereof, together with such interest (if any) is paid in full, at an interest rate equal to the Default Rate. The day immediately following the end of such ten (10) Business Day period is referred to herein as the “Default Date.” Such interest shall be compounded annually and computed on the basis of the actual number of days elapsed over a year of three hundred sixty-five (365) days. So long as a Defaulting Member’s Base Default Amount and all accrued interest thereon (the “Total Default Amount”) remains unpaid: (A) such Defaulting Member shall have no right to receive any distributions from the Company or allocations of the Company’s profits, losses, tax credits, or other distributions, or to participate in any additional Capital Contribution, (B) such Defaulting Member shall automatically cease to have any voting or consent rights or any right to manage the Company as a Managing Member for so long as such Member is a Defaulting Member, and (C) such Defaulting Member shall have no right to exercise any preemptive rights pursuant to Section 3.4. A Defaulting Member shall remain fully obligated to make Capital Contributions in respect of its Total Default Amount. If such Total Default Amount is funded in full by a Defaulting Member prior to the date on which a Contributing Member funds such Base Default Amount under Section 4.1(e)(ii), then such Defaulting Member shall be issued Additional Units in accordance with Section 4.1(d)(ii) in exchange for payment of the Base Default Amount (excluding, for the avoidance of doubt, any interest accrued thereon) and such Defaulting Member shall no longer be a Defaulting Member or in default. If such Total Default Amount is funded by a Defaulting Member after the date on which a Contributing Member funds such Base Default Amount under Section 4.1(e)(ii), then such Defaulting Member shall be issued any Additional Units in exchange for funding the difference between the Total Default Amount minus the Base Default Amount funded by such Contributing Member, and such Defaulting Member shall no longer be a Defaulting Member or in default.
Defaulting Members. Notwithstanding any other provision of this Agreement, if any Series A Member fails to make a Capital Contribution as prescribed in Section 5.2 and does not cure such failure within three (3) business days after written notice from the Company of such failure (a “Defaulting Member”), one or more of the following actions will be taken at the direction of the Board: (1) offer the non-Defaulting Members the right to purchase the Defaulting Member’s Series A Units at the lesser of (A) fifty percent (50%) of the Defaulting Member’s cost basis in such Series A Units and (B) fifty percent (50%) of the fair market value of such Units; (2) specially allocate future distributions due the Defaulting Member to the non-Defaulting Members until an amount has been distributed that is equal to four hundred percent (400%) of the amount of the defaulted Capital Contribution; (3) pursue any remedy that may exist under applicable Law; and (4) take any other action agreed to by the Board. Any amounts that would be distributed to the Defaulting Member but for this Section 5.3 shall be distributed to the non-Defaulting Members. Whenever the vote, consent or decision of the Members is required or permitted pursuant to this Agreement, no Defaulting Member shall be entitled to participate in such vote, to offer or withhold its consent, or to make such decision, and such vote, consent or decision shall be made as if such Defaulting Member were not a Member. Any such vote, consent or decision shall be binding on such Defaulting Member. Genesis Energy, LLC Amended and Restated Limited Liability Company Agreement
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 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 Xxxxx Fargo Bank, N.A., or by any other U.S. commercial bank with capital in excess of Five Hundred Million Dollars ($500,000,000) selected by the Managing Members, plus two percent (2%) per annum.
Defaulting Members. Upon the failure of any Member (a “Defaulting Member”) to pay in full any portion of such Member’s Capital Commitment on or before the tenth Business Day after the applicable Call Due Date, the Board of Managers, in its sole discretion, shall have the right to pursue one or more of the following remedies on behalf of the Fund:
Defaulting Members. A Committed Member that fails to make a Capital Contribution as prescribed in Section 5.3 (a “Defaulted Contribution”) and does not cure such failure within five business days after notice from the Company of such failure (a “Defaulting Member”) shall be in default of this Agreement but shall remain fully obligated to make such Capital Contribution to the Company, shall cease to have the rights (but shall remain subject to the obligations, as applicable) set forth in Sections 7.4, 7.6 and 7.8, and shall be subject to all such other rights and remedies as the Company may have against such Committed Member, including rights and remedies arising from its breach of this Agreement and rights and remedies the Company may have at law or in equity. Furthermore, if the Defaulting Member is a Committed Member (other than a member of the Warburg Pincus Group), at the election of the Company, the Company may take any one or more of the following remedial actions (to the extent not mutually exclusive with any other remedy described in this Section 5.4):
