Initial Capital Commitments Clause Samples
The Initial Capital Commitments clause defines the amount of capital that each investor or partner agrees to contribute to a fund or venture at the outset. It typically outlines the timing, method, and conditions under which these initial contributions must be made, and may specify consequences for failure to fulfill the commitment, such as loss of rights or penalties. This clause ensures that the entity has sufficient funding from the start and provides clarity and certainty regarding each party’s financial obligations.
Initial Capital Commitments. (a) The Initial Capital Commitment of each Member admitted on the date hereof shall be divided into two tranches (the “Tranche 1 Initial Capital Commitment” and the “Tranche 2 Initial Capital Commitment”), as reflected on Exhibit A. The value of the Contributed Assets as set forth in Exhibit B for the Tranche I Contributed Assets and the Tranche 2 Contributed Assets to be contributed by the XTO Parties in fulfillment of their respective Tranche 1 Initial Capital Commitments and their respective Tranche 2 Initial Capital Commitments is the Agreed Value of those assets.
(b) Each Member irrevocably and unconditionally promises to pay (or, in the case of non-cash assets, transfer) to the Company the full amount of its Tranche 1 Initial Capital Commitment and Tranche 2 Initial Capital Commitment as follows:
(i) the Tranche 1 Initial Capital Commitments from Morningstar and the XTO Parties shall be fulfilled no later than the Tranche 1 Closing Date; and
(ii) the Tranche 2 Initial Capital Commitments from Morningstar and the XTO Parties shall be fulfilled no later than the Tranche 2 Closing Date.
(c) Notwithstanding Section 4.l(b)(i), in the event that the Members have taken all reasonable steps to fulfill their respective Tranche 1 Initial Capital Commitments by July 1, 2012 (or such later date if extended by the MMC) but any Party is unable to fulfill its respective Tranche 1 Initial Capital Commitments by such date, either Party upon written notice to the other Party has the right to terminate this Agreement without further obligation to the other Members.
(d) Notwithstanding Section 4.l(b)(ii), in the event that the Members have taken all reasonable steps to fulfill their respective Tranche 2 Initial Capital Commitments by January 1, 2013 (or such later date if extended by the MMC) but any Party is unable to fulfill its respective Tranche 2 Initial Capital Commitments by such date, either Party upon written notice to the other Party has the right to withdraw its Tranche 2 Initial Capital Commitment without further obligation to the other Members with respect to its Tranche 2 Initial Capital Commitment. The withdrawal by one Party of its Tranche 2 Initial Capital Commitment under this Section 4.l(d) shall result in the automatic cancellation of the Tranche 2 Initial Capital Commitment of the other Members. Notwithstanding anything herein to the contrary, in the event that Morningstar is not able to fulfill its Tranche 2 Initial Capital Commitment, even as a re...
Initial Capital Commitments. (a) JV Member. JV Member shall commit to contribute to the capital of the Company, in cash, an aggregate amount equal to 10% of the initial equity necessary to acquire the Projects and capitalize the Company which shall be equal to $1,632,601.16 based on the sources and uses schedule attached hereto as Exhibit G.
(b) KBS. KBS shall commit to contribute to the capital of the Company, in cash, an aggregate amount equal to 90% of the initial equity necessary to acquire the Projects and capitalize the Company which shall be equal to $14,693,410.46 based on the sources and uses schedule attached hereto as Exhibit G.
Initial Capital Commitments. Upon the expiration of the Pre-Development Period, the Partners commit to make an aggregate of $2,000,000 in Capital Contributions (the "Initial Commitments") in accordance with their respective Unit Percentages. Such contributions shall be used to fund the operations of the Partnership.
Initial Capital Commitments. (a) JV Member. JV Member shall commit to contribute to the capital of the Company, in cash, an aggregate amount equal to forty percent (40%) of the initial equity necessary to acquire the Project and capitalize the Company, which amount shall be contributed as follows:
(i) upon the full execution of this Agreement and subject to the full execution of the Purchase Agreement, JV Member will contribute the sum of six million dollars ($6,000,000), which shall be used as 40% of sum of the Deposit; and (ii) at the closing of the acquisition of the Project, JV Member will contribute the balance of its capital contribution in an amount equal to thirty-two million six hundred thirty-three thousand five hundred eighty-four dollars ($32,633,584). JV Member’s initial capital contribution is based on the sources and uses schedule attached hereto as Exhibit C.
Initial Capital Commitments. Upon the expiration of the Pre-Development Period, the Partners commit to make an aggregate of ********** in Capital Contributions (the "Initial Commitments") in accordance with their respective Unit Percentages. Such contributions shall be used to fund the operations of the Partnership.
Initial Capital Commitments. Each Member hereby agrees to make a Capital Commitment equal to the amount set forth as such Member’s Capital Commitment on Schedule A promptly upon the later of (i) such Member’s execution of this Agreement or (ii) the selection and appointment of the Senior Executive Officer. Except as specifically provided in this Agreement, the “Capital Commitment” of a Member: (i) shall represent the maximum aggregate amount of cash and property that such Member shall be required to contribute to the capital of the Company; and (ii) shall not be changed during the term of the Company.
Initial Capital Commitments. By execution of this Agreement, each Partner commits to make the Capital Contribution set forth on Schedule A hereto dated as of December 11, 1996 ("Initial Commitments"), which Initial Commitments are in the aggregate amount of $4,000,000.
Initial Capital Commitments. (a) JV Member. JV Member shall commit to contribute to the capital of the Company, in cash, as follows:
(i) concurrently with the execution and delivery of this Agreement, an amount equal to 10% of the Purchase Deposit (i.e., $300,000.00);
(ii) at or prior to the Property Closing, an amount equal to 10% of the equity necessary to consummate the Property Closing, acquire the Project and capitalize the Company as set forth in the sources and uses schedule attached hereto Exhibit F; and
(iii) within ten (10) Business Days after demand from Managing Member, an amount equal to the product of the JV Member’s Percentage Interest and the equity needed to complete the Renovations as set forth in the Renovation Budget or to comply with the requirement to make improvements to the Property as set forth in the Mortgage Loan. SMRH:479102057.10 21
Initial Capital Commitments