Removal or Withdrawal of the Manager. Members holding 80% of the Ownership Interest may, by written consent or affirmative vote, and with 90 days’ notice, remove the Manager. Members may then, by a majority vote or written consent, elect a new Manager provided; however, that such removal of the Manager shall not become effective until the election of the new Manager. In the event of the removal of the Manager without cause, the Manager shall be compensated in the amount of one year’s Management Fee calculated on the AUM as of the date of removal (either the expiration of 90 days or the election of a new Manager by the Members, whichever is later). Removal of the Manager shall in no way impair any rights of the Manager attributable to the period prior to the effective date of removal. The Manager may voluntarily withdraw from the Company with one year’s written notice to Members. In the event of the Manager’s withdrawal, a Manager may be substituted who is acceptable to Members holding a majority of the Ownership Interests. The Manager’s resignation shall not become effective until the election of a new Manager by the Members, or 12 months from the date of the Manager’s resignation notice to the Members, which comes first.
Appears in 3 contracts
Samples: Limited Liability Operating Agreement, Limited Liability Operating Agreement, Limited Liability Operating Agreement
Removal or Withdrawal of the Manager. Members holding 80% of the Ownership Interest may, by written consent or affirmative vote, and with 90 days’ notice, remove the Manager. Members may then, by a majority vote or written consent, elect a new Manager provided; however, that such removal of the Manager shall not become effective until the election of the new Manager. In the event of the removal of the Manager without cause, the Manager shall be compensated in the amount of one year’s Management Fee calculated on the AUM as of the date of removal (either the expiration of 90 days or the election of a new Manager by the Members, whichever is later). Removal of the Manager shall in no way impair any rights of the Manager attributable to the period prior to the effective date of removal. The Manager may voluntarily withdraw from the Company Fund with one year’s written notice to Members. In the event of the Manager’s withdrawal, a Manager may be substituted who is acceptable to Members holding a majority of the Ownership Interests. The Manager’s resignation shall not become effective until the election of a new Manager by the Members, or 12 months from the date of the Manager’s resignation notice to the Members, which comes first.
Appears in 3 contracts
Samples: Operating Agreement, Operating Agreement, Operating Agreement
Removal or Withdrawal of the Manager. Members holding 80% of the Ownership Interest may, by written consent or affirmative vote, and with 90 days’ notice, remove the Manager. Members may then, by a majority vote vote, or written consent, elect a new Manager Manager, provided; , however, that such removal of the Manager shall not become effective until the election of the new Manager. In the event of the removal of the Manager without cause, the Manager shall be compensated in the amount of one year’s Management Fee calculated on the AUM as of the date of removal (either the expiration of 90 days or the election of a new Manager by the Members, whichever is later). Removal of the Manager shall in no way impair any rights of the Manager attributable to the period prior to the effective date of removal. The Manager may voluntarily withdraw from the Company with one year’s written notice to Members. In the event of the Manager’s withdrawal, a Manager may be substituted who is acceptable to Members holding a majority of the Ownership Interests. The Manager’s resignation shall not become effective until the election of a new Manager by the Members, or 12 months from the date of the Manager’s resignation notice to the Members, which comes first.
Appears in 1 contract
Samples: Subscription Agreement