Common use of Extraordinary Fundings Clause in Contracts

Extraordinary Fundings. In the event the Company requires additional funds to cover any costs and expenses for which the Company has insufficient funds, the Manager may make a written request therefor (any such request, an "EXTRAORDINARY CALL") setting forth the amount requested and the due date therefor, which due date shall be at least ten (10) Business Days after the date on which the Members actually received the Extraordinary Call. The Members shall have the right to approve or disapprove any Extraordinary Call. If the Members elect to approve an Extraordinary Call, then each Member shall be required to fund an amount equal to the amount determined by multiplying such Member's Percentage Interest by the amount set forth in such approved Extraordinary Call (each such Extraordinary Call required to be funded hereunder, an "EXTRAORDINARY FUNDING"). If the Members elect not to approve an Extraordinary Call, then no Member shall have any obligation to fund such disapproved Extraordinary Call, and the Manager shall cover such shortfall in funds by Company borrowings. An Extraordinary Funding may be made by agreement of the Members either as a loan by the Members to the Company (any such loan, an "EXTRAORDINARY LOAN") or a supplementary capital contribution by the Members to the Company (any such contribution, an "EXTRAORDINARY CAPITAL CONTRIBUTION"). Each Member shall contribute its share of such Extraordinary Capital Contribution or Extraordinary Loan, as the case may be, in immediately available funds on or before the due date to which the Members agreed in the Extraordinary Call. If the Members agree to make an Extraordinary Loan, (x) each Member shall loan to the Company the amount of such Member's share as determined above with interest equal to either a rate agreed to by the Members or, if there is no such agreement, then the 10-year treasury rate plus two percent (2%) per annum as of the date the Extraordinary Loan is made, (y) the Annual Budget portion of the Annual Plan shall be amended to reflect such loan, and (z) such loan (including interest accrued thereon) shall be repaid from Net Cash Flow from Operations or Net Cash from Sales or Refinancings. Any Net Cash Flow from Operations or any Net Cash from Sales or Refinancings shall be applied to each Member's unpaid Extraordinary Loan in proportion to each Member's Percentage Interest.

Extraordinary Fundings. In the event the Company requires additional funds to cover any costs and expenses for which the Company has insufficient funds, the Manager may make a written request therefor (any such request, an "EXTRAORDINARY CALLExtraordinary Call") setting forth the amount requested and the due date therefor, which due date shall be at least ten (10) Business Days after the date on which the Members actually received the Extraordinary Call. The Members shall have the right to approve or disapprove any Extraordinary Call. If the Members elect to approve an Extraordinary Call, then each Member shall be required to fund an amount equal to the amount determined by multiplying such Member's Tranche II Percentage Interest by the amount set forth in such approved Extraordinary Call (each such Extraordinary Call required to be funded hereunder, an "EXTRAORDINARY FUNDINGExtraordinary Funding"). If the Members elect not to approve an Extraordinary Call, then no Member shall have any obligation to fund such disapproved Extraordinary Call, and the Manager shall cover such shortfall in funds by Company borrowings. An Extraordinary Funding may be made by agreement of the Members either as a loan by the Members to the Company (any such loan, an "EXTRAORDINARY LOANExtraordinary Loan") or a supplementary capital contribution by the Members to the Company (any such contribution, an "EXTRAORDINARY CAPITAL CONTRIBUTIONExtraordinary Tranche II Capital Contribution"). Each Member shall contribute its share of such Extraordinary Tranche II Capital Contribution or Extraordinary Loan, as the case may be, in immediately available funds on or before the due date to which the Members agreed in the Extraordinary Call. If the Members agree to make an Extraordinary Loan, (x) each Member shall loan to the Company the amount of such Member's share as determined above with interest equal to either a rate agreed to by the Members or, if there is no such agreement, then the 10-year treasury rate plus two percent (2%) per annum as of the date the Extraordinary Loan is made, (y) the Annual Budget portion of the Annual Plan shall be amended to reflect such loan, and (z) such loan (including interest accrued thereon) shall be repaid from Net Cash Flow from Operations or Net Cash from Sales or Refinancings. Any Net Cash Flow from Operations or any Net Cash from Sales or Refinancings shall be applied to each Member's unpaid Extraordinary Loan in proportion to each Member's Tranche II Percentage Interest.

Extraordinary Fundings. In the event the Company requires additional funds to cover any costs and expenses for which the Company has insufficient funds, the Manager may make a written request therefor (any such request, an "EXTRAORDINARY CALLExtraordinary Call") setting forth the amount requested and the due date therefor, which due date shall be at least ten (10) Business Days after the date on which the Members actually received the Extraordinary Call. The Members Fund shall have the right to approve or disapprove any Extraordinary Call. If the Members elect Fund elects to approve an Extraordinary Call, then each Member shall be required to fund an amount equal to the amount determined by multiplying such Member's Percentage Interest by the amount set forth in such approved Extraordinary Call (each such Extraordinary Call required to be funded hereunder, an "EXTRAORDINARY FUNDINGExtraordinary Funding"). If the Members elect Fund elects not to approve an Extraordinary Call, then no Member shall have any obligation to fund such disapproved Extraordinary Call, and the Manager shall cover such shortfall in funds by Company borrowings. An Extraordinary Funding may be made by agreement of the Members either as a loan by the Members to the Company (any such loan, an "EXTRAORDINARY LOANExtraordinary Loan") or a supplementary capital contribution by the Members to the Company (any such contribution, an "EXTRAORDINARY CAPITAL CONTRIBUTIONExtraordinary Capital Contribution"). Each Member shall contribute its share of such Extraordinary Capital Contribution or Extraordinary Loan, as the case may be, in immediately available funds on or before the due date to which the Members agreed in the Extraordinary Call. If the Members agree to make an Extraordinary Loan, (x) each Member shall loan to the Company the amount of such Member's share as determined above with interest equal to either a rate agreed to by the Members or, if there is no such agreement, then the 10-year treasury rate plus two percent (2%) per annum as of the date the Extraordinary Loan is made, (y) the Annual Budget portion of the Annual Plan shall be amended to reflect such loan, and (z) such loan (including interest accrued thereon) shall be repaid from Net Cash Flow from Operations or Net Cash from Sales or Refinancings. Any Net Cash Flow from Operations or any Net Cash from Sales or Refinancings shall be applied to each Member's unpaid Extraordinary Loan in proportion to each Member's Percentage Interest.

Extraordinary Fundings. In the event the Company Partnership requires additional funds to cover any costs and expenses for which the Company Partnership has insufficient funds, the Manager Managing General Partner may make a written request therefor (any such request, an "EXTRAORDINARY CALL") setting forth the amount requested and the due date therefor, which due date shall be at least ten (10) Business Days after the date on which the Members Partners actually received the Extraordinary Call. The Members Fund GP shall have the right to approve or disapprove any Extraordinary Call. If the Members elect Fund GP elects to approve an Extraordinary Call, then each Member Partner shall be required to fund an amount equal to the amount determined by multiplying such MemberPartner's Percentage Interest by the amount set forth in such approved Extraordinary Call (each such Extraordinary Call required to be funded hereunder, an "EXTRAORDINARY FUNDING"). If the Members elect Fund GP elects not to approve an Extraordinary Call, then no Member Partner shall have any obligation to fund such disapproved Extraordinary Call, and the Manager Managing General Partner shall cover such shortfall in funds by Company Partnership borrowings. An Extraordinary Funding may be made by agreement of the Members General Partners either as a loan by the Members Partners to the Company Partnership (any such loan, an "EXTRAORDINARY LOAN") or a supplementary capital contribution by the Members Partners to the Company Partnership (any such contribution, an "EXTRAORDINARY CAPITAL CONTRIBUTION"). Each Member Partner shall contribute its share of such Extraordinary Capital Contribution or Extraordinary Loan, as the case may be, in immediately available funds on or before the due date to which the Members Partners agreed in the Extraordinary Call. If the Members General Partners agree to make an Extraordinary Loan, (x) each Member Partner shall loan to the Company Partnership the amount of such MemberPartner's share as determined above with interest equal to either a rate agreed to by the Members General Partners or, if there is no such agreement, then the 10-year treasury rate plus two percent (2%) per annum as of the date the Extraordinary Loan is made, (y) the Annual Budget portion of the Annual Plan shall be amended to reflect such loan, and (z) such loan (including interest accrued thereon) shall be repaid from Net Cash Flow from Operations or Net Cash from Sales or Refinancings. Any Net Cash Flow from Operations or any Net Cash from Sales or Refinancings shall be applied to each MemberPartner's unpaid Extraordinary Loan in proportion to each MemberPartner's Percentage Interest.

Extraordinary Fundings. In The Partners may be required to make Extraordinary Capital Contributions (as defined below) from time to time pursuant to (and in accordance with) this Section 5.1(c) below. If the event the Company Partnership requires additional funds to cover any costs and expenses for which a Qualified Property (or the Company SP Subsidiary that owns such Qualified Property) has insufficient funds, then unless the Manager General Partners agree to fund such deficits from the revenues of another Qualified Property pursuant to Section 3.4 hereof, the Managing General Partner may make a written request therefor (any such request, an "EXTRAORDINARY CALL") setting forth the amount requested and the due date therefor, which due date shall be at least ten (10) Business Days after the date on which the Members Partners actually received receive the Extraordinary Call. The Members Other General Partner shall have the right to approve or disapprove any Extraordinary CallCall (provided that, notwithstanding the foregoing, any Extraordinary Call for amounts required to pay any Permitted Expense that cannot be paid from available revenues of the Qualified Property [or the SP Subsidiary that owns such Qualified Property] or proceeds of a financing obtained by the applicable SP Subsidiary will be deemed approved by the Other General Partner for all purposes hereunder). If the Members Other General Partner elects or is deemed to elect to approve an Extraordinary Call, then each Member Partner shall be required to fund an amount equal to the amount determined by multiplying such MemberPartner's Percentage Interest by the amount set forth in such approved Extraordinary Call (each such Extraordinary Call the total amount required to be funded hereunderpursuant to each such Extraordinary Call, an "EXTRAORDINARY FUNDING"). If the Members elect Other General Partner elects not to approve (and is not deemed to approve) an Extraordinary Call, then no Member Partner shall have any obligation (or right) to fund such disapproved Extraordinary CallCall or make any such Extraordinary Capital Contribution (defined below), and the Manager shall Managing General Partner may elect, in its discretion, to cover such shortfall in funds by Company borrowingsPartnership borrowings (which borrowings will be subject to the approval of the Other General Partner if and to the extent provided by Section 3.4 hereof); provided that, such Managing General Partner shall not be required to rely on its own credit or expend its own funds to cover such shortfall (except to the extent of its indemnification obligations under Section 3.13 of this Agreement). An A Partner's share of any Extraordinary Funding may shall be made by agreement of the Members either as a loan supplementary Capital Contribution by the Members such Partner to the Company (any such loan, an "EXTRAORDINARY LOAN") or a supplementary capital contribution by the Members to the Company Partnership (any such contribution, an "EXTRAORDINARY CAPITAL CONTRIBUTION"). Each Member Partner shall contribute its share of such Extraordinary Capital Contribution or Extraordinary Loan, as the case may be, in immediately available funds on or before the due date to which the Members Partners agreed in the Extraordinary Call. If the Members agree to make an Extraordinary Loan, (x) each Member shall loan to the Company the amount of such Member's share as determined above with interest equal to either a rate agreed to by the Members or, if there is no such agreement, then the 10-year treasury rate plus two percent (2%) per annum as of the date the Extraordinary Loan is made, (y) the Annual Budget portion of the Annual Plan shall be amended to reflect such loan, and (z) such loan (including interest accrued thereon) shall be repaid from Net Cash Flow from Operations or Net Cash from Sales or Refinancings. Any Net Cash Flow from Operations or any Net Cash from Sales or Refinancings shall be applied to each Member's unpaid Extraordinary Loan in proportion to each Member's Percentage Interest.