Capital contribution agreement in lieu of note. _________, a limited partnership ("partnership") and _________("limited partner") agree that in lieu of the execution of promissory notes as provided for in paragraph _________ of the "agreement of limited partnership" payment of the balance of capital owed by the limited partner shall be in accordance with the following: 1. Prior to December 1 of each year commencing with December 1, 19__ and continuing through December 1, 19__, partnership shall advise limited partner in writing of the pro rata share of capital to be contributed by limited partner in order that limited partner may satisfy its then current partnership obligations. In no event however shall the annual required contribution of limited partner exceed the sum of $_____ multiplied by each full unit (_____% before participation by general partner) owned by limited partner in partnership. 2. Prior to December 1 of each year limited partner shall pay to partnership in cash his or her annual required capital contribution. If full payment is not made within _________ days of the due date the unpaid balance shall bear interest at the rate of _________ percent per annum until paid or until the remaining interest of limited partner is sold in accordance with paragraph _________ of the agreement of limited partnership. Partnership shall have the right to offset the amount of interest accruing against any cash distributions otherwise due limited partner. 3. If limited partner elects to prepay all or any portion of his or her capital contributions and provided that prepayment is made at least _________ days prior to due date, the amount then next due and payable will be reduced by an amount equal to an interest rate of _________ percent for the period of the advance payment applied to the amount prepaid. 4. In the event that partnership is required to commence legal action in order to recover capital and/or interest due, limited partner agrees to pay any attorney's fees as may be fixed by the court. Dated _________, 19__. _________, Limited partner _________, A limited partnership
By _________