Common use of Subsequent Commitments Clause in Contracts

Subsequent Commitments. Following the Initial Closing Date, the Company may, in its sole discretion, permit one or more investors to make additional Capital Commitments (“Subsequent Commitments”). New investors that make a Subsequent Commitment, or existing Unitholders of the Company that increase their Capital Commitment (each, an “Additional Unitholder”), will be required to make subsequent purchases of Common Units (each, a “Catch-up Purchase”) on a date (or dates) (each such date, the “Catch-up Date”) to be determined by the Company. The aggregate amount of the Catch-up Purchase (the “Catch-up Purchase Amount”) will generally be equal to an amount necessary to ensure that, upon payment of the Catch-up Purchase Amount, such Additional Unitholder will have contributed the same percentage of its Capital Commitment to the Company as all Unitholders whose subscriptions were previously accepted. Notwithstanding the foregoing, certain Catch-up Purchases may be made on a non-pro rata basis. Catch-up Purchases will be made at a per Unit price equal to the net asset value per Unit as of the close of the last calendar quarter preceding the date of the Catch-up Purchase, subject to (i) adjustments as set forth below, (ii) adjustments as needed in order to comply with the requirements of Section 23 of the 1940 Act and (iii) further adjustments to appropriately reflect such Additional Unitholder’s pro rata portion of the Company’s initial organizational expenses, if applicable. While an Additional Unitholder will not know the Company’s net asset value applicable on the effective date of its Catch-Up Purchase, the Company’s net asset value applicable to a Catch-Up Purchase will be available after the close of the calendar quarter in which the Catch-Up Purchase occurs; at that time, the number of Units based on net asset value and each purchase will be determined and Units will be credited to the Additional Unitholder’s account as of the Catch-Up Date.

Appears in 3 contracts

Sources: Limited Liability Company Agreement (TCW Specialty Lending LLC), Limited Liability Company Agreement (TCW Specialty Lending LLC), Limited Liability Company Agreement (TCW Direct Lending VIII LLC)

Subsequent Commitments. Following the Initial Closing Date, the The Company may, in its sole discretion, permit one or more investors to make additional Capital Commitments (“Subsequent Commitments”)) after accepting an initial Capital Commitment from such Subscriber. New investors that make a Subsequent Commitment, or existing Unitholders of the Company Stockholders that increase their Capital Commitment prior to the time at which the Company’s share repurchase program commences (each, an “Additional UnitholderStockholder), ) will be required to make subsequent purchases of Common Units Shares (each, a “Catch-up Purchase”) on a date (or dates) (each such date, the “Catch-up Date”) to be determined by the Company. The aggregate amount of the Catch-up Purchase (the “Catch-up Purchase Amount”) will generally be equal to an amount necessary to ensure that, upon payment of the Catch-up Purchase Amount, such Additional Unitholder Stockholder will have contributed the same percentage of its Capital Commitment to the Company as all Unitholders Stockholders whose subscriptions were previously accepted. Notwithstanding the foregoing, certain Catch-up Purchases may be made on a non-pro rata basis. Catch-up Purchases will be made at a per Unit share price equal to the net asset value per Unit Share as of the close of the last calendar quarter preceding the date of the Catch-up Purchase, subject to (i) adjustments as set forth below, (ii) adjustments as needed in order to comply with the requirements of Section 23 of the 1940 Act below and (iii) further adjustments adjusted to appropriately reflect such Additional UnitholderStockholder’s pro rata portion of the Company’s initial organizational expenses, if applicable. While an Additional Unitholder will not know the Company’s net asset value applicable on the effective date of its Catch-Up Purchase, the Company’s net asset value applicable to a Catch-Up Purchase will be available after the close of the calendar quarter in which the Catch-Up Purchase occurs; at that time, the number of Units based on net asset value and each purchase will be determined and Units will be credited to the Additional Unitholder’s account as of the Catch-Up Date.

Appears in 2 contracts

Sources: Subscription Agreement (Vista Credit Strategic Lending Corp.), Subscription Agreement (Vista Credit Strategic Lending Corp.)

Subsequent Commitments. Following the Initial Closing Date, the Company The Fund may, in its sole discretion, permit one or more investors to make additional Capital Commitments capital commitments (“Subsequent Commitments”). New investors that make a Subsequent Commitment, or existing Unitholders unitholders of the Company Fund that increase their Capital Commitment capital commitment (each, an “Additional Unitholder”), ) will be required to make subsequent purchases of Common Units (each, a “Catch-up Purchase”) on a date (or dates) (each such date, the “Catch-up Date”) to be determined by the CompanyFund. The aggregate amount of the Catch-up Purchase (the “Catch-up Purchase Amount”) will generally be equal to an amount necessary to ensure that, upon payment of the Catch-up Purchase Amount, such Additional Unitholder will have contributed the same percentage of its Capital Commitment capital commitment to the Company Fund as all Unitholders unitholders whose subscriptions were previously accepted. Notwithstanding the foregoing, certain Catch-up Purchases may be made on a non-pro rata basis. Catch-up Purchases will be made at a per Unit share price equal to the net asset value NAV per Unit share as of the close of the last calendar quarter preceding the date of the Catch-up Purchase, subject to (i) adjustments as set forth below, (ii) adjustments as needed in order to comply with the requirements of Section 23 of the 1940 Investment Company Act of 1940, as amended (the “Investment Company Act”), and (iii) further adjustments adjusted to appropriately reflect such Additional Unitholder’s pro rata portion of the CompanyFund’s initial organizational expenses, if applicable. While an Additional Unitholder will not know the CompanyFund’s net asset value NAV applicable on the effective date of its Catch-Up Purchase, the CompanyFund’s net asset value NAV applicable to a Catch-Up Purchase will be available after the close of the calendar quarter in which the Catch-Up Purchase occurs; at that time, the number of Units shares based on net asset value that NAV and each Subscriber’s purchase will be determined and Units shares will be credited to the Additional UnitholderSubscriber’s account as of the Catch-Up Date.

Appears in 2 contracts

Sources: Subscription Agreement (TCW Specialty Lending LLC), Subscription Agreement (TCW Specialty Lending LLC)

Subsequent Commitments. Following the Initial Closing Date, the Company The Fund may, in its sole discretion, permit one or more investors to make additional Capital Commitments capital commitments (“Subsequent Commitments”). New investors that make a Subsequent Commitment, or existing Unitholders unitholders of the Company Fund that increase their Capital Commitment capital commitment (each, an “Additional Unitholder”), ) will be required to make subsequent purchases of Common Units (each, a “Catch-up Purchase”) on a date (or dates) (each such date, the “Catch-up Date”) to be determined by the CompanyFund. The aggregate amount of the Catch-up Purchase (the “Catch-up Purchase Amount”) will generally be equal to an amount necessary to ensure that, upon payment of the Catch-up Purchase Amount, such Additional Unitholder will have contributed the same percentage of its Capital Commitment capital commitment to the Company Fund as all Unitholders unitholders whose subscriptions were previously accepted. Notwithstanding the foregoing, certain Catch-up Purchases may be made on a non-pro rata basis. Catch-up Purchases will be made at a per Unit share price equal to the net asset value (“NAV”) per Unit share as of the close of the last calendar quarter preceding the date of the Catch-up Purchase, subject to (i) adjustments as set forth below, (ii) adjustments as needed in order to comply with the requirements of Section 23 of the 1940 Investment Company Act of 1940, as amended (the “Investment Company Act”), and (iii) further adjustments adjusted to appropriately reflect such Additional Unitholder’s pro rata portion of the CompanyFund’s initial organizational expenses, if applicable. While an Additional Unitholder will not know the CompanyFund’s net asset value NAV applicable on the effective date of its Catch-Up Purchase, the CompanyFund’s net asset value NAV applicable to a Catch-Up Purchase will be available after the close of the calendar quarter in which the Catch-Up Purchase occurs; at that time, the number of Units shares based on net asset value that NAV and each Subscriber’s purchase will be determined and Units shares will be credited to the Additional UnitholderSubscriber’s account as of the Catch-Up Date.

Appears in 2 contracts

Sources: Subscription Agreement (TCW Direct Lending VIII LLC), Subscription Agreement (TCW Direct Lending VIII LLC)

Subsequent Commitments. Following the Initial Closing Date, the The Company may, in its sole discretion, permit one or more investors to make additional Capital Commitments (“Subsequent Commitments”)) after accepting an initial Capital Commitment from such Subscriber. New investors that make a Subsequent Commitment, or existing Unitholders of the Company Stockholders that increase their Capital Commitment prior to the time at which the Company’s share repurchase program commences (each, an “Additional UnitholderStockholder), ) will be required to make subsequent purchases of Common Units Shares (each, a “Catch-up Purchase”) on a date (or dates) (each such date, the “Catch-up Date”) to be determined by the Company. The aggregate amount of the Catch-up Purchase (the “Catch-up Purchase Amount”) will generally be equal to an amount necessary to ensure that, upon payment of the Catch-up Purchase Amount, such Additional Unitholder Stockholder will have contributed the same percentage of its Capital Commitment to the Company as all Unitholders Stockholders whose subscriptions were previously accepted. Notwithstanding the foregoing, certain Catch-up Purchases may be made on a non-pro rata basis. Catch-up Purchases will be made at a per Unit share price equal to the net asset value per Unit Share as of the close of the last calendar quarter preceding the date of the Catch-Catch- up Purchase, subject to (i) adjustments as set forth below, (ii) adjustments as needed in order to comply with the requirements of Section 23 of the 1940 Act below and (iii) further adjustments adjusted to appropriately reflect such Additional UnitholderStockholder’s pro rata portion of the Company’s initial organizational expenses, if applicable. While an Additional Unitholder will not know the Company’s net asset value applicable on the effective date of its Catch-Up Purchase, the Company’s net asset value applicable to a Catch-Up Purchase will be available after the close of the calendar quarter in which the Catch-Up Purchase occurs; at that time, the number of Units based on net asset value and each purchase will be determined and Units will be credited to the Additional Unitholder’s account as of the Catch-Up Date.

Appears in 1 contract

Sources: Subscription Agreement (Saudi National Bank)

Subsequent Commitments. Following the Initial Closing Date, the The Company may, in its sole discretion, permit one or more investors to make additional Capital Commitments (“Subsequent Commitments”)) after accepting an initial Capital Commitment from such Subscriber. New investors that make a Subsequent Commitment, or existing Unitholders shareholders of the Company that increase their Capital Commitment prior to the time at which the Company’s share repurchase program commences (each, an “Additional UnitholderShareholder), ) will be required to make subsequent purchases of Common Units Class I Shares (each, a “Catch-up Purchase”) on a date (or dates) (each such date, the “Catch-up Date”) to be determined by the Company. The aggregate amount of the Catch-up Purchase (the “Catch-up Purchase Amount”) will generally be equal to an amount necessary to ensure that, upon payment of the Catch-up Purchase Amount, such Additional Unitholder Shareholder will have contributed the same percentage of its Capital Commitment to the Company as all Unitholders Shareholders whose subscriptions were previously accepted. Notwithstanding the foregoing, certain Catch-up Purchases may be made on a non-pro rata basis. Catch-Catch- up Purchases will be made at a per Unit share price equal to the net asset value per Unit share as of the close of the last calendar quarter preceding the date of the Catch-up Purchase, subject to (i) adjustments as set forth below, (ii) adjustments as needed in order to comply with the requirements of Section 23 of the 1940 Act below and (iii) further adjustments adjusted to appropriately reflect such Additional UnitholderShareholder’s pro rata portion of the Company’s initial organizational expenses, if applicable. While an Additional Unitholder will not know the Company’s net asset value applicable on the effective date of its Catch-Up Purchase, the Company’s net asset value applicable to a Catch-Up Purchase will be available after the close of the calendar quarter in which the Catch-Up Purchase occurs; at that time, the number of Units based on net asset value and each purchase will be determined and Units will be credited to the Additional Unitholder’s account as of the Catch-Up Date.

Appears in 1 contract

Sources: Subscription Agreement (TCW Steel City Perpetual Levered Fund LP)