Emergency Expense definition

Emergency Expense means an expense which, in the Managing Member’s reasonable opinion, is necessary to (i) prevent an immediate threat to the health, safety or welfare of any person in the immediate vicinity of the Property, (ii) prevent immediate damage or loss to the Property, (iii) avoid the suspension of any necessary service in or to the Property or (iv) avoid criminal or civil liability on the part of the Company, the Property Owner or any of the Members with respect to activities at the Property or pursuant to this Agreement.

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Emergency Expense means an expense that is necessary (i) to prevent an immediate threat to the health, safety or welfare of any individual in the immediate vicinity of the Property, (ii) to prevent immediate damage or loss to any portion of the Property, (iii) to prevent the immediate loss of value to the Property by the incurrence of any liability to the Company or otherwise, (iv) to avoid the suspension of any necessary service in or to any portion of the Property, (v) to avoid criminal or civil liability on the part of the Company and/or any of the Members or the direct and/or indirect owners thereof with respect to activities at the Property or pursuant to this Agreement, or (vi) to prevent any default under any agreement to which the Company is a party, including, without limitation, any loan documents evidencing, securing or relating to any loan made to the Company. The term "Budgeted Capital Call" means an Approved Project Cost which the Executive Committee previously agreed in the Approved Budget or by vote of the Executive Committee to fund by Capital Contributions. Upon the approval of any capital call by the Executive Committee pursuant to this Section 2.3, the Manager shall deliver written notice to the Members (a "Funding Notice"). The Funding Notice shall specify (A) the amount of funding required (such amount, the "Called Funds"); and (B) the date the Called Funds shall be contributed to the Company, which date (the "Funding Date") shall be not earlier than (1) fifteen (15) days following the date of the Funding Notice if the Called Funds are not required for an Emergency Expense, or (2) three (3) Business Days following the date of the Funding Notice if the Called Funds are required for an Emergency Expense. If the Executive Committee reasonably determines that the Company will have sufficient funds from a draw under a Project Loan or from other sources to return the Called Funds within six (6) months after the date such funds are advanced, then the Called Funds shall be funded by the Members in proportion to their respective Percentage Interests in the form of a loan to the Company (each such loan, a "Member Loan"), and not as a capital contribution. If the Company does not repay any such Member Loan within such six (6)-month period, then the balance owing under such Member Loan (both accrued and unpaid interest and unreturned principal) shall be deemed to have been contributed to the capital of the Company by the Member that made such Member Loan (on the d...

Emergency Expense means any emergency costs or expenses incurred on behalf of the Company or its Subsidiaries (i) in order to respond to unanticipated emergency situations that have caused or threaten material property damage, personal injury, or death, or which would reasonably be expected to result in material contract interruption or a right of a counterparty under a contract to terminate its lease, contract or other agreement or (ii) in order to prevent or mitigate a material economic loss to the Company Assets.

Examples of Emergency Expense in a sentence

• The Managing Member shall give notice to the Members of the nature and amount of any Emergency Expense or Non-Discretionary Expense promptly after the incurrence thereof.

• The Executive Committee shall have the right, but not the obligation, to approve each such capital call before any Member will be obligated to make any additional Capital Contribution to the Company pursuant to this Section 2.3 provided any capital call made to enable the Company to pay any Budgeted Capital Call or Emergency Expense shall be deemed automatically approved by the Executive Committee on the date the Executive Committee receives notice of such capital call.

• If, in the sole but good faith discretion of the Manager, the Company requires additional funds to fund an Emergency Expense, the Manager shall promptly notify the Investor Member, and the Investor Member may, but shall not be obligated to, make an interim, short-term loan to the Company (an “Emergency Loan”) for the purpose of meeting such Company cash needs.

• An Emergency Expense Loan is a Limited Partner Loan made when required to (i) preserve the availability of the tax credits to the Developer and Limited Partner, (ii) pay operating expenses where Project income is not available if needed to prevent a default or (iii) to make any required payments under applicable City, or Senior Loan Documents to prevent a default or other material breach thereunder.

More Definitions of Emergency Expense

Emergency Expense means an expense that is incurred to ensure the health and safety of all residents is maintained.

Emergency Expense means the cost to repair facilities, equipment or vehicles on an emergency basis which are determined by the Management to be necessary to avoid detracting from the effectiveness of the District or subjecting Employees to potentially unsafe working conditions.

Emergency Expense means an expense which the Board, by Requisite Board Approval, determines is necessary to (a) prevent an imminent threat to the health, safety or welfare of any person on or in the immediate vicinity of any Property, (b) prevent imminent and material damage or loss to any Property or any other material assets of any JV Entity, (c) avoid the suspension of any necessary utility or life safety system services in or to any Property, or (d) avoid criminal or material civil liability on the part of the Company, any other JV Entity, any of the Common Members or any other direct investor in any Property (or its Affiliate), or any employees or agents of any of the foregoing.