Mojo Racing Partners


	Terms of the Partnership Table Of Contents Formation of the Partnership Name Definitions Business of the Partnership Names and Addresses of the Partners Term Business Office Capital Contributions Distributions Allocations of Profits and Losses for Tax Purposes Book of Accounts, Records, and Reports Fiscal Year Partnership Funds Transfer of Partnership Interests and Voting Management and Administration of Business Dissolution of the Partnership Winding Up, Termination, and Liquidating Distributions Notices Miscellaneous		Capital Contributions 1. Capital Contributions A Partner shall make Capital Contributions in accordance with the published Offering and respective Subscription Documents for each participating share. A Partner's Capital Contributions shall be made in U.S. Dollars (by means of cash, certified check, or PayPal on the Mojo web site) and submitted along with the Partnership Agreement prior to the set deadline. The deadline for accepting Capital Contributions may be extended as the Managing Partner sees fit. Capital Contributions have been determined to be sufficient to cover the costs for acquisition, training, management, and primary business expenses; however, additional contributions may be requested to further the Runner's racing tenure beyond the original term of the Partnership. 2. Default in Payment of Capital Contributions In any Partner fails to pay all or any portion of an additional assessment called pursuant to this Section 2 (an “Assessment Payment”) within 60 days after notification of the assessment, a default shall have occurred (a “Default”). 3. Advance By Other Partners Upon the occurrence of a Default, the remaining Partners may advance an additional amount of the Partnership equal to the unpaid assessment Payment (and as between them in accordance with their respective Partnership Percentages), which amount shall be deemed a Capital Contribution to the Partnership by such Partners. Thereafter, the Managing Partners shall withhold any distributions to which the defaulting Partner would otherwise be entitled and pay that amount to the other contributing Partners have not advanced funds equal to the Assessment Payment, the Partnership shall retain such distributions and apply them to the defaulting Partner’s unpaid Assessment Payment), until the entire Assessment Payment, plus interest computed at the Prime Rate plus five percent (or if less the max ration of interest allowed by applicable law), shall have been repaid in full. 3.1 Sale of Defaulting Partner’s Interest The Partnership may sell the Interest of a defaulting Partner to any person (including the Partnership, a Partner, or any of their affiliates) upon such terms and conditions as shall be agreed between the Partnership and such person. The effective date of the purchase of a defaulting Partner’s Interest shall be the date an appropriate instrument of transfer with respect to such Interest is duly executed on behalf of the defaulting Partner in favor of the purchaser. 3.2 Application of Purchase Price The purchase price paid for a defaulting Partner’s Interest shall be applied (i) first, to the payment of the fees and expenses incurred by the Partnership, any Partner or any of their affiliates; (ii) second, to the total amount remaining unpaid with respect to the defaulting Partner’s Unpaid Assessment Payment plus interest at the Prime Rate plus five percent; and (iii) third, to the defaulting Partner. Any amounts received pursuant to this Section 3.3 by a defaulting Partner shall constitute complete and full discharge for all amounts owing to the defaulting Partner on account of his Interest. 3.3 Obligations of Defaulting Partner The obligations of a defaulting Partner to the Partnership under this Agreement shall not be extinguished by the purchase of the Interest of the defaulting Partner, or by any agreement by any person who acquires the Interest, but only by, and to the extent of, the actual payment in full of the defaulting Partner’s unpaid Assessment Payment in the defaulting Partner’s stead by any purchaser of his Interest or by such other means or remedies described in this Agreement. 3.4 Available Remedies In the event that no person purchases the defaulting Partner’s Interest, or that the amount paid for the Interest is less than the unpaid Assessment Payment or that the unpaid Assessment Payment is not paid in the defaulting Partner’s stead, then the Partnership may avail itself of any remedies available at law or equity to collect the unpaid Assessment Payment, plus Interest at the annual rate of 24 percent (or the maximum legal rate, if lower), from the date of such Assessment Payment is due, until paid, together with reasonable court costs and attorneys’ fees incurred in connection with the collection of such Assessment Payment. 4. Interest on Capital Contributions Except as provided in this Section 3, no Partner shall be paid interest on any Capital Contribution. 5. Withdrawl and Return of Capital Contributions No Partner shall be entitled to withdraw any part of his Capital Contribution, or to receive any distributions from the Partnership, except as provided by this Agreement. 6. Loans by Partners The Partners may (but shall not be obligated to) loan or advance to the Partnership such funds as are necessary for the Partnership’s operations; provided, however, that interest on those loans or advances shall not be in excess of the Prime Rate plus two percent.