Appointment of New Manager. Upon termination of the Manager’s employment in whatever manner or in the event that the Manager is wound up or has a receiving order made against it, a meeting of the Owners’ Committee shall immediately be convened to appoint a manager to take its place and such meeting shall appoint a manager who shall on the expiry of the notice given by or, as the case may be, to the Manager immediately thereupon and thenceforth become vested with all the powers and duties of the Manager hereunder and the Owners’ Committee shall on behalf of the Owners enter into a management agreement with such new manager defining its rights duties and obligations. It is hereby declared and agreed that at no time shall there be no duly appointed manager to manage the Land and the Building.
Appointment of New Manager. In the event of the Manager giving notice as hereinbefore provided or in the case of the Manager being dismissed the Manager shall convene a meeting of the Owners’ Committee to elect a manager to take its place or in the case of the Manager being wound up or having a receiving order made against it or failing to convene a meeting of the Owners’ Committee as aforesaid a meeting of the Owners’ Committee may be convened to elect a manager to take its place and such meeting shall elect a manager who shall at the conclusion of the meeting of the Owners’ Committee aforesaid thereupon and henceforth become vested with all the powers and duties of the Manager hereunder. Notwithstanding anything hereinbefore contained, it is hereby declared and agreed that subject to the provisions of the Building Management Ordinance (Cap.344), at no time shall the Lot and the Development be without a responsible duly appointed manager to manage the Lot and the Development or any part or parts thereof after execution of this Deed.
Appointment of New Manager. A new Manager can be appointed only by Members holding a Member Majority. Such new Manager need not be a Member of the company.
Appointment of New Manager. (a) Upon the termination of the appointment of the Manager, the Joint Venturers must promptly appoint a new Manager under the terms of this agreement, if this agreement is not otherwise terminated. The Joint Venturers must not reappoint a Manager removed for default or due to an Insolvency Event.
(b) If a new Manager cannot be appointed and act immediately, the Joint Venturer holding the largest Joint Venture Interest must act as interim manager until the new Manager is appointed and commences its duties.
(c) Upon the new or interim Manager commencing its duties, the previous Manager must immediately deliver to the new or interim Manager all Joint Venture Property and all documents, books, records and accounts relating to the Joint Venture held by it or under its control.
(d) If title to any Joint Venture Property is held in the name of the previous Manager, it must promptly transfer such title to the new or interim Manager at the cost of the Joint Venture.
Appointment of New Manager. The appointment, and the terms of the appointment, of a new manager must be approved by Ordinary Resolution of B Shareholders. A new manager appointed pursuant to this clause 2.9 must promptly execute a document whereby the new manager undertakes to the Company to be bound by and to observe and perform such management obligations as shall have been approved by Ordinary Resolution of B Shareholders.
Appointment of New Manager. (a) Upon the termination of the appointment of the Manager, the Joint Venturers must promptly appoint a new Manager under the terms of this Agreement, if this Agreement is not otherwise terminated.
(b) The previous Manager must continue to act as Manager until the new Manager is appointed and commences its duties.
(c) Upon the new Manager commencing its duties, the previous Manager must immediately deliver to the new Manager all Joint Venture Property and all documents, books, records and accounts relating to the Joint Venture held by it or under its control.
Appointment of New Manager. If any vacancy in the office of Manager occurs, DHF shall designate a person to serve as a Manager to fill such vacancy.
Appointment of New Manager. (a) Upon the termination of the appointment of the Manager, the Board must promptly appoint a new Manager under the terms of this Agreement by unanimous vote (except that any Board member who is a nominee appointment of an Affiliate of the Manager may not vote on such resolution), if this Agreement is not otherwise terminated.
(b) If there are only two Shareholders at the time of termination of the appointment of the Manager, the other Shareholder may elect to be, or appoint, the new Manager. Xxxxxxxx Xxxxx Joint Venture and Shareholders Agreement 29
(c) The Board must not reappoint a Manager removed for default or following an Insolvency Event of the Manager.
(d) Subject to clause 9.4(b), if a new Manager cannot be appointed and act immediately, the Shareholder holding the largest Equity Proportion must act as interim manager until the new Manager is appointed and commences its duties (unless that Shareholder, or an Affiliate of the Shareholder, was the Manager that has been removed, in which case the Shareholder holding the equal or second largest Equity Proportion must act as interim manager until the new Manager is appointed and commences its duties).
(e) Upon the new or interim Manager commencing its duties, the previous Manager must immediately deliver to the new or interim Manager all Group Assets and all documents, books, records and accounts relating to the Operations held by it or under its control.
(f) The new Manager shall enter into a Management Services Agreement with Origin B2 and the Company on substantially the same terms as the previously existing Management Services Agreement and the Board shall ensure that Origin B2 and the Company enter into such new agreement.
Appointment of New Manager. If the Manager resigns or is deemed to have resigned under this clause 5:
(a) the Manager’s appointment as the Manager will terminate on the effective date of such resignation or deemed resignation;
(b) the Management Committee will meet as soon as reasonably practicable to approve, by Special Majority Decision, the appointment of a new Manager and the Participants will appoint the party so approved as the Manager on the terms and conditions contained in this document provided that if no new Manager can be appointed by such a vote then the Participant with the largest Interest (other than the removed or resigned Manager or its Affiliate) will be deemed to be the Manager. If there is more than one Participant with the largest Interest (excluding the removed or resigned Manager or its Affiliate), then those Participants will appoint the Manager and failing agreement the matter will be referred to an Expert to determine in accordance with clause 21; and
(c) a Participant who is an Affiliate of, or is, the Manager who has resigned or is deemed to have resigned under clauses 5.3(a)(v) or 5.3(a)(vi) will be entitled to vote in relation to the appointment of a new Manager unless it or its Affiliate is a Defaulting Participant. Corrs Xxxxxxxx Westgarth
Appointment of New Manager. In the event of the termination of Manager by City in accordance with the terms hereof, City shall be entitled to appoint a new Stadium Manager to perform the services of Manager, contemplated hereunder, or to perform such services itself. In the event the City selects a third party manager, such appointment shall be subject to the approval of Hardball Management, LLC, which consent shall not be unreasonably withheld, conditioned or delayed. Whether the City or a third-party manager appointed by the City, the City shall, with respect to all Hardball Maintenance Obligations (including the right of Hardball to approve any budget, as such approval shall not be unreasonably withheld, conditioned or delayed), provide Hardball with an annual maintenance budget and future reporting procedure similar to that to be followed by Manager with respect to City Maintenance Obligations. The City will also use commercially reasonable efforts to cost effectively and efficiently manage the Hardball Maintenance Obligations (which would remain the financial responsibility of Hardball).
