Common use of Removal of the Management Agent Clause in Contracts

Removal of the Management Agent. The General Partner, (i) may, upon receiving any required approval of the Lender and the Agency, dismiss the Management Agent as the entity responsible for the Apartment Complex under the terms of the contract between the Partnership and the Management Agent, and (ii) at the request of the Investment Partnership, shall remove the Management Agent in the event that (A) the Investment Partnership, in its reasonable discretion, determines that the Management Agent does not possess the necessary experience to properly manage the Apartment Complex or (B) the Management Agent is declared Bankrupt, is dissolved, or makes an assignment for the benefit of its creditors, or for any intentional misconduct by the Management Agent or gross negligence in the discharge of its duties and obligations as Management Agent, including, without limitation, for any action or failure to take any action which: (1) violates in any material respect any provision of the Management Agreement entered into with the Partnership and approved by the Lender, and/or any provision of the Extended Use Commitment and/or the Loan Documents applicable to the Apartment Complex, or the Lender approved management plan for the Apartment Complex, or (2) violates in any material respect any provision of this Agreement or provision of applicable law.

Removal of the Management Agent. The General Partner, Member-Manager (i) may, upon receiving any required approval of the Lender and the Agency, dismiss the Management Agent as the entity responsible for the Apartment Complex under the terms of the contract between the Partnership Company and the Management Agent, and (ii) at the request of the Investment PartnershipMember, shall remove the Management Agent in the event that (A) the Investment PartnershipMember, in its reasonable sole discretion, determines that the Management Agent (if such Management Agent is other than Xxxx Xxxxx Management) does not possess the necessary experience to properly manage the Apartment Complex or (B) the Management Agent is declared Bankrupt, is dissolved, or makes an assignment for the benefit of its creditors, or for any intentional misconduct by the Management Agent or gross negligence in the discharge of its duties and obligations as Management Agent, including, without limitation, for any action or failure to take any action which: (1) violates in any material respect any provision of the Management Agreement entered into with the Partnership Company and approved by the Lender, and/or any provision of the Extended Use Commitment and/or the Loan Documents applicable to the Apartment Complex, or the Lender approved management plan for the Apartment Complex, or (2) violates in any material respect any provision of this Agreement or provision of applicable law.

Removal of the Management Agent. The General Partner, Partner (i) may, upon receiving any required approval of the Lender Lenders and the Agency, dismiss the Management Agent as the entity responsible for the Apartment Complex under the terms of the contract between the Partnership and the Management Agent, and (ii) at the request of the Investment Partnership, shall remove the Management Agent in the event that (A) the Investment Partnership, in its reasonable discretion, determines that the Management Agent does not possess the necessary experience to properly manage the Apartment Complex or (B) the Management Agent is declared Bankrupt, is dissolved, or makes an assignment for the benefit of its creditors, or for any intentional misconduct by the Management Agent or gross negligence in the discharge of its duties and obligations as Management Agent, including, without limitation, for any action or failure to take any action which: (1) violates in any material respect any provision of the Management Agreement entered into with the Partnership and approved by the LenderLenders, and/or any provision of the Extended Use Commitment and/or the Loan Documents applicable to the Apartment Complex, or the Lender Lenders approved management plan for the Apartment Complex, or (2) violates in any material respect any provision of this Agreement or provision of applicable law.

Removal of the Management Agent. The General Partner, Partner (i) may, upon receiving any required approval of the Permanent Lender and the Agency, dismiss the Management Agent as the entity responsible for the Apartment Complex under the terms of the contract between the Partnership and the Management Agent, and (ii) at the request of the Investment Partnership, shall remove the Management Agent in the event that (A) the Investment Partnership, in its reasonable discretion, determines that the Management Agent does not possess the necessary experience is performing at a substandard level to properly manage the Apartment Complex or (B) the Management Agent is declared Bankrupt, is dissolved, or makes an assignment for the benefit of its creditors, or for any intentional misconduct by the Management Agent or gross negligence in the discharge of its duties and obligations as Management Agent, including, without limitation, for any action or failure to take any action which: (1) violates in any material respect any provision of the Management Agreement entered into with the Partnership and approved by the Permanent Lender, and/or any provision of the Extended Use Commitment Regulatory Agreement, and/or any provision of the Rental Assistance Agreement, and/or the Permanent Loan Documents applicable to the Apartment Complex, or the Lender Permanent Lender's approved management plan for the Apartment Complex, or (2) violates in any material respect any provision of this Agreement or provision of applicable law.

Removal of the Management Agent. The General Partner, (i) may, upon receiving any required approval of the Lender and the Agency, dismiss the Management Agent as the entity responsible for the Apartment Complex under the terms of the contract between the Partnership and the Management Agent, and (ii) at the request of the Investment Partnership, shall remove the Management Agent in the event that (A) the Investment Partnership, in its reasonable discretion, determines that the Management Agent does not possess the necessary experience to properly manage the Apartment Complex or (B) the Management Agent is declared Bankrupt, is dissolved, or makes an assignment for the benefit of its creditors, or for any intentional misconduct by the Management Agent or gross negligence in the discharge of its duties and obligations as Management Agent, including, without limitation, for any action or failure to take any action which: : (1) violates in any material respect any provision of the Management Agreement entered into with the Partnership and approved by the Lender, and/or any provision of the Extended Use Commitment and/or the Loan Documents applicable to the Apartment Complex, or the Lender approved management plan for the Apartment Complex, or or (2) violates in any material respect any provision of this Agreement or provision of applicable law.