Common use of Defaulting Members Clause in Contracts

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. (a) (x) 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 CGMSFCSL, CGMSF CSL shall be considered a “Defaulting Member” for purposes of this Agreement automatically if CGMSF CSL 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 CSL 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. (a) (x) 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 CGMSFTCG BDC, CGMSF TCG BDC shall be considered a “Defaulting Member” for purposes of this Agreement automatically if CGMSF 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 CGMSF 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. (a) (x) Upon the failure of any Member (a “Defaulting Member”) to pay in full any portion of such the Member’s Capital Commitment within ten (10) business days after written notice from the other Member (the “Default Date”) that such the 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 the failure has not been cured in full within such the ten-business day period: (i) collect the unpaid portion (and all attorneys’ fees and other costs incident to the collection) by exercising or pursuing any legal remedy the Company may have; providedand (ii) upon thirty (30) days’ written notice (which period may commence during the ten-business day notice period provided above), thatand provided that the overdue payment has not been made, dissolve and wind down the Company in accordance with Article IX. Except as set forth in Section 4.03(b), the case non-defaulting Member’s election to pursue any one of CGMSFthose remedies shall not be deemed to preclude the Member from pursuing any other such remedy, CGMSF shall be considered a “Defaulting Member” for purposes or any other available remedy, simultaneously or subsequently. (b) Notwithstanding any provision of this Agreement automatically 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 CGMSF fails the default had not occurred; (ii) a Defaulting Member shall not be entitled to make such payment within ten (10) days following distributions made after the date upon Default Date until the default is cured and any distributions to which such payment was due by all Members, and the “Default Date” for CGMSF Defaulting Member would otherwise have been entitled if the default had not occurred 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 applied to pursue one or more of the following remedies on behalf of the Company:cure any default; and