Default loan language

LLC default loan.txt

Notwithstanding anything to the contrary, if Members holding a majority in interest of the Units determine in good faith (1) that the Company requires additional capital to meet its financial or operational needs and (2) that additional needed funds cannot readily be obtained through issuance of new equity or borrowings by the Company from third parties, the Members may make a written demand upon all the Members, each of whom shall within 30 days contribute that Member’s pro-rata share of the total capital contribution demanded of the Members. If a Member fails or refuses to make the capital contribution when required, the other Members so electing are entitled to contribute (the “Contributing Members”) the amount of the capital that the non-contributing Member (the “Defaulting Member”) failed to contribute as a loan (“Default Loan”) to the Company in behalf of the Defaulting Member, such loan to bear simple interest from the date it is made at a rate per annum equal to twelve percent (12%) (“Default Interest”). Distributions to the Defaulting Member must be directed by the Company to repay the Default Loan, and the Defaulting Member is not entitled to any distributions until all relevant Default Loans are repaid in full. If there is more than one Contributing Member, the opportunity to make a Default Loan will be allocated to the Contributing Members on a pro-rata basis; provided, however, that if a Contributing Member declines to make a Default Loan in the maximum amount to which such Contributing Member is entitled, the other Contributing Members may increase the amount of their Default Loans until the aggregate amount of the Default Loans equals the capital contribution requested of the Defaulting Member.