Partnership Loan Sample Clauses

Partnership Loan. The Partnership agrees to loan Two Million Two Hundred Twenty Five Thousand Dollars ($2,225,000.00) (the "Loan") to the City to pay for part of the Road Project Costs within 10 days after the last to occur of the following: (i) the effective date of the Zoning Ordinance; (ii) the U.S. Army Corps of Engineers issues all permits needed for the Riverboat Gaming Project, (iii) the City has passed any inducement resolution requested by the Partnership, and (iv) the City has complied with the requirements of Section 2.8 relating to the Loan. The proceeds of the Loan shall be delivered to the Escrow Agent to be held in escrow in a Loan Escrow Account (the "Loan Escrow Account"). The Escrow Agent shall invest the proceeds of the Loan in the Investments until needed. Escrow Agent shall cause all such accrued interest on the proceeds of the Loan to be paid on a quarterly basis to the Partnership. The City agrees to repay the Loan, together with interest on any amount disbursed from the date of disbursement at a rate equal to the average rate of interest earned on the Investments, in full on the earlier of: (a) the date the Road Bonds (as defined below) or TIF Notes (as defined below) are issued, or (b) the date of the fifth anniversary of the Closing (the earlier of said dates is referred to as the "Loan Maturity Date"). After the Assessment has been expended, and subject to Section 2.10D below, the proceeds of the Loan may be disbursed by the Escrow Agent to pay Road Project Costs upon receipt of a draw request signed by the City Treasurer or other authorized City official summarizing the Road Project Costs to be paid for expenses actually incurred. Fifteen (15) days in advance of each draw, copies of each draw request shall be forwarded to the Partnership and the Partnership shall have the right during such 15 days to object to any such costs which it reasonably believes do not constitute appropriate Road Project Costs, in which event a draw shall not be paid for such costs unless and until the objection is resolved or until the City Attorney provides a legal opinion that such costs are appropriate Road Project Costs under this Agreement and are permissible redevelopment project costs under the tax increment financing statute and the district established pursuant to Section 2.8 below. If Escrow Agent still holds any proceeds of the Loan on the Loan Maturity Date, Escrow Agent shall pay such proceeds of the Loan on the Loan Maturity Date to the Partnership, to be a...
Sample 1
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Partnership Loan. If the Non-Defaulting Partner shall elect to make a loan to the Partnership as provided in Section 6.4(a) above which the Partnership is liable for the repayment thereof, such loan shall be referred to as a “Partnership Loan.” Partnership Loans shall bear interest at the Default Rate. Interest expense incurred on any Partnership Loan shall be treated as an obligation and expense of the Partnership. Payments on the Partnership Loans shall be made in equal monthly installments of principal and interest calculated as the Partnership Loan amount amortized over the balance of the Maximum Term (as of the date of the making of such Partnership Loan) at the rate set forth herein, provided that the balance thereof together with any accrued and unpaid interest shall be immediately due if the Partnership is terminated prior to the expiration of the Maximum Term (subject to funds being available from the winding up and liquidation of the Partnership). All payments shall be applied first to accrued interest and then to principal.
Sample 1

Related to Partnership Loan

  • Partnership Funds Pending application or distribution, the funds of the Partnership shall be deposited in such bank account or accounts, or invested in such interest-bearing or non-interest bearing investment, including, without limitation, checking and savings accounts, certificates of deposit and time or demand deposits in commercial banks, U.S. government securities and securities guaranteed by U.S. government agencies as shall be designed by the General Partner. Such funds shall not be commingled with funds of any other Person. Withdrawals therefrom shall be made upon such signatures as the General Partner may designate.

  • General Partnership Interest A number of Partnership Units held by the General Partner equal to one percent (1%) of all outstanding Partnership Units shall be deemed to be the General Partner Partnership Units and shall be the General Partnership Interest. All other Partnership Units held by the General Partner shall be Limited Partnership Interests and shall be held by the General Partner in its capacity as a Limited Partner in the Partnership.

  • Partnership Capital A. No Partner shall be paid interest on any Capital Contribution to the Partnership or on such Partner's Capital Account, notwithstanding any disproportion therein as between Partners.

  • Partnership Interest Except as provided in this Agreement and the Transferor Partnership Agreement, no right (contingent or otherwise) to purchase or acquire the Transferor Partnership Interests held by such Transferor Partner is authorized or outstanding. Except as disclosed on Schedule 5.34, such Transferor Partner owns and holds the Transferor Partnership Interests set forth opposite its name on Schedule I beneficially and of record free and clear of any liens, pledges and encumbrances of any kind whatsoever and free of any rights of assignment of any third party. Prior to the Closing, all liens disclosed on Schedule 5.34 will be paid in full. Upon the Closing, good, valid, marketable, and indefeasible title to such Transferor Partnership Interests shall be vested in the BRI Partnership free and clear of any lien, claim, charge, pledge, encumbrance, limitation, agreement or instrument whatsoever. The provisions of this Section 5.34 shall survive the Closing indefinitely.

  • General Partner Loans The General Partner, on behalf of the Partnership, may obtain any Additional Funds by causing the Partnership to incur Debt to the General Partner if (i) such Debt is, to the extent permitted by law, on substantially the same terms and conditions (including interest rate, repayment schedule, and conversion, redemption, repurchase and exchange rights) as Funding Debt incurred by the General Partner, the net proceeds of which are loaned to the Partnership to provide such Additional Funds, or (ii) such Debt is on terms and conditions no less favorable to the Partnership than would be available to the Partnership from any third party; provided, however, that the Partnership shall not incur any such Debt if any Partner would be personally liable for the repayment of such Debt (unless such Partner otherwise agrees).

  • Transfer of General Partner’s Partnership Interest A. Except in connection with a Termination Transaction permitted under Section 11.2.B, the General Partner shall not withdraw from the Partnership and shall not transfer all or any portion of its interest in the Partnership (whether by sale, statutory merger or consolidation, liquidation or otherwise), other than to an Affiliate, without the Consent of the Limited Partners, which may be given or withheld by each Limited Partner in its sole and absolute discretion, and only upon the admission of a successor General Partner pursuant to Section 12.1. Upon any transfer of a Partnership Interest in accordance with the provisions of this Section 11.2, the transferee shall become a substitute General Partner for all purposes herein, and shall be vested with the powers and rights of the transferor General Partner, and shall be liable for all obligations and responsible for all duties of the General Partner, once such transferee has executed such instruments as may be necessary to effectuate such admission and to confirm the agreement of such transferee to be bound by all the terms and provisions of this Agreement with respect to the Partnership Interest so acquired. It is a condition to any transfer otherwise permitted hereunder that the transferee assumes, by operation of law or express agreement, all of the obligations of the transferor General Partner under this Agreement with respect to such transferred Partnership Interest, and no such transfer (other than pursuant to a statutory merger or consolidation wherein all obligations and liabilities of the transferor General Partner are assumed by a successor corporation by operation of law) shall relieve the transferor General Partner of its obligations under this Agreement without the Consent of the Limited Partners, in their reasonable discretion. In the event the General Partner withdraws from the Partnership, in violation of this Agreement or otherwise, or otherwise dissolves or terminates, or upon the Incapacity of the General Partner, all of the remaining Partners may elect to continue the Partnership business by selecting a substitute General Partner in accordance with the Act.

  • Partnership and Limited Liability Company Interests Except as previously disclosed to the Administrative Agent, none of the Collateral consisting of an interest in a partnership or a limited liability company (i) is dealt in or traded on a securities exchange or in a securities market, (ii) by its terms expressly provides that it is a Security governed by Article 8 of the UCC, (iii) is an Investment Company Security, (iv) is held in a Securities Account or (v) constitutes a Security or a Financial Asset.

  • Partnership Units Each Partner shall own Partnership Units in the amounts set forth for such Partner in Exhibit A and shall have a Percentage Interest in the Partnership as set forth in Exhibit A, which Percentage Interest shall be adjusted in Exhibit A from time to time by the General Partner to the extent necessary to reflect accurately redemptions, additional Capital Contributions, the issuance of additional Partnership Units or similar events having an effect on the number of Partnership Units held by, and the Percentage Interest of, any Partner. Each Partnership Unit shall entitle the holder thereof to one vote on all matters on which the Partners (or any portion of the Partners) are entitled to vote under this Agreement.

  • Partnership Obligations (a) Except as provided in this Section 6.05 and elsewhere in this Agreement (including the provisions of Articles V and VI hereof regarding distributions, payments and allocations to which it may be entitled), the General Partner shall not be compensated for its services as general partner of the Partnership.

  • Loans from the General Partner; Loans or Contributions from the Partnership or Group Members (a) The General Partner or any of its Affiliates may lend to any Group Member, and any Group Member may borrow from the General Partner or any of its Affiliates, funds needed or desired by the Group Member for such periods of time and in such amounts as the General Partner may determine; provided, however, that in any such case the lending party may not charge the borrowing party interest at a rate greater than the rate that would be charged the borrowing party or impose terms less favorable to the borrowing party than would be charged or imposed on the borrowing party by unrelated lenders on comparable loans made on an arm’s-length basis (without reference to the lending party’s financial abilities or guarantees), all as determined by the General Partner. The borrowing party shall reimburse the lending party for any costs (other than any additional interest costs) incurred by the lending party in connection with the borrowing of such funds. For purposes of this Section 7.6(a) and Section 7.6(b), the term “Group Member” shall include any Affiliate of a Group Member that is controlled by the Group Member.

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