Common use of Removal of Managing Member Clause in Contracts

Removal of Managing Member. (a) The Managing Member will be subject to removal as Managing Member upon [***] days’ notice by the Consent of the Class A Members if the Managing Member (x) has engaged in gross negligence, willful misconduct or fraud, (y) has breached any material duty, obligation or covenant of this Agreement or caused the Company or the Facility Company to breach any material duty, obligation or covenant of any Facility Document, or (z) is declared Bankrupt; provided, however, that in the case of clause (y), the Managing Member shall have the opportunity to cure such breach or violation within [***] days of receiving notice of such breach (which thirty (30) day period shall run concurrently with the required notice period); provided, further, that if such breach or violation cannot be cured within such period, and so long as the Managing Member is proceeding with diligence to cure such breach, the thirty (30) day cure period shall be extended by an additional [***] days, for a total cure period of [***] days.

Removal of Managing Member. (a) The Managing Member will be subject to removal as Managing Member upon [***] days’ notice by the Consent of the Class A Members if the Managing Member (x) has engaged in gross negligence, willful misconduct or fraud, or (y) has breached performed any material duty, obligation action or covenant omitted to take any action that is in breach or violation of this Agreement or caused and which could reasonably be expected to cause a Material Adverse Effect on the Company or the Facility Company to breach any material duty, obligation or covenant of any Facility DocumentCompany, or (z) is declared Bankrupt; provided, however, that in the case of clause (y), the Managing Member shall have the opportunity to cure such breach or violation within [***] days of receiving notice of such breach (which thirty (30) day period shall run concurrently with the required notice period)breach; provided, further, that if such breach or violation cannot be cured within such period, and so long as the Managing Member is proceeding with diligence to cure such breach, the thirty (30) [***] day cure period shall be extended by an additional [***] days, for a total cure period of [***] days.

Removal of Managing Member. (a) The Managing Member will be subject to removal as Managing Member upon [***] thirty (30) days’ notice by the Consent of the Class A Members if the Managing Member (x) has engaged in gross negligence, willful misconduct or fraud, (y) has breached any material duty, obligation or covenant of this Agreement or caused the Company or the Facility Company to breach any material duty, obligation or covenant of any Facility Document, or (z) is declared [***] Confidential Treatment Requested Bankrupt; provided, however, that in the case of clause (y), the Managing Member shall have the opportunity to cure such breach or violation within [***] thirty (30) days of receiving notice of such breach (which thirty (30)) day period shall run concurrently with the required notice period); provided, further, that if such breach or violation cannot be cured within such period, and so long as the Managing Member is proceeding with diligence to cure such breach, the thirty (30) day cure period shall be extended by an additional [***] thirty (30) days, for a total cure period of [***] sixty (60) days.

Removal of Managing Member. (a) The Managing Member will be subject to removal as Managing Member upon [***] thirty (30) days’ notice by the Consent of the Class A Members if the Managing Member (x) has engaged in gross negligence, willful misconduct or fraud, (y) has breached any material duty, obligation or covenant of this Agreement or caused the Company or the Facility Company to breach any material duty, obligation or covenant of any Facility Document, or (z) is declared Bankrupt; provided, however, that in the case of clause (y), the Managing Member shall have the opportunity to cure such breach or violation within [***] thirty (30) days of receiving notice of such breach (which thirty (30) day period shall run concurrently with the required notice period); provided, further, that if such breach or violation cannot be cured within such period, and so no long as the Managing Member is proceeding with diligence to cure such breach, the thirty (30) day cure period shall be extended by an additional [***] thirty (30) days, for a total cure period of [***] sixty (60) days.

Removal of Managing Member. (a) The Managing Member will be subject to removal as Managing Member upon [***] days’ notice by the Consent of the Class A Members if the Managing Member (x) has engaged in gross negligence, willful misconduct or fraud, (y) has breached any material duty, obligation or covenant of this Agreement or caused the Company or the Facility Company to breach any material duty, obligation or covenant of any Facility Document, or (z) is declared Bankrupt; provided, however, that in the case of clause (y), the Managing Member shall have the opportunity to cure such breach or violation within [***] days of receiving notice of such breach (which thirty (30) day [***] period shall run concurrently with the required notice period); provided, further, that if such breach or violation cannot be cured within such period, and so no long as the Managing Member is proceeding with diligence to cure such breach, the thirty (30) day cure period shall be extended by an additional [***] days, for a total cure period of [***] days.

Removal of Managing Member. (a) The Managing Member will be subject to removal as Managing Member upon [***] thirty (30) days’ notice by the Consent of the Class A Members if the Managing Member (x) has engaged in gross negligence, willful misconduct or fraud, (y) has breached any material duty, obligation or covenant of this Agreement or caused the Company or the Facility Company to breach any material duty, obligation or covenant of any Facility Document, or (z) is declared [***] Confidential Treatment Requested Bankrupt; provided, however, that in the case of clause (y), the Managing Member shall have the opportunity to cure such breach or violation within [***] ([***]) days of receiving notice of such breach (which thirty [***] (30[***]) day period shall run concurrently with the required notice period); provided, further, that if such breach or violation cannot be cured within such period, and so long as the Managing Member is proceeding with diligence to cure such breach, the thirty [***] (30[***]) day cure period shall be extended by an additional [***] ([***]) days, for a total cure period of [***] ([***]) days.

Removal of Managing Member. (a) The Managing Member will be subject to removal as Managing Member upon [***] thirty (30) days’ notice by the Consent of the Class A Members if the Managing Member (x) has engaged in gross negligence, willful misconduct or fraud, (y) has breached any material duty, obligation or covenant of this Agreement or caused the Company or the Facility Company to breach any material duty, obligation or covenant of any Facility Document, or (z) is declared Bankrupt; provided, however, that in the case of clause (y), the Managing Member shall have the opportunity to cure such breach or violation within [***] thirty (30) days of receiving notice of such breach (which thirty (30) day period shall run concurrently with the required notice period); provided, further, that if such breach or violation cannot be cured within such period, and so long as the Managing Member is proceeding with diligence to cure such breach, the thirty (30) day cure period shall be extended by an additional [***] thirty (30) days, for a total cure period of [***] thirty (30) days.