Any Member has the authority to bind the Company in contract.Management of this Company is vested in the Member.No borrowing charge or loan interest will be due or payable to any Member on their agreed Capital Contribution inclusive of any agreed Additional Contributions.Any Additional Contributions made by any Member will be credited to that Member's individual Capital Account. An individual capital account (the "Capital Account") will be maintained for each Member and their Initial Contributions will be credited to this account.Repayment of such debts will have priority over any other payments to Members. This liability will not entitle the lending Member to any increased share of the Company's profits nor to a greater voting power. This liability will be repaid with interest at such rates and times to be determined by a majority of the Members. Any advance of money to the Company by any Member in excess of the amounts provided for in this Agreement or subsequently agreed to, will be deemed a debt due from the Company rather than an increase in the Capital Contribution of the Member.In such case, the allocation of Net Profits or Losses and the distribution of assets on dissociation or dissolution will be adjusted accordingly. However, if additional capital is determined to be required and an individual Member is unwilling or unable to meet the additional contribution requirement within a reasonable period, and where the Company consists of two or more Members, the remaining Members may contribute in proportion to their existing Capital Contributions to resolve the amount in default.
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