Common use of Request for Substitute Manager Clause in Contracts

Request for Substitute Manager. In the event that Xxxx should die or WPHC shall elect to remove Xxxx as manager due to disability (such an event is hereinafter referred to as a "Triggering Event"), WPHC shall have the right, at its sole option, to request in writing that: (a) the Company shall acquire from Xxxx (or from his estate, if Xxxx is deceased) the entire interest of Xxxx in the LLC; (b) the Company shall be admitted as a Member of the LLC and substituted for Xxxx as Member and Manager under the Operating Agreement; and (c) the Company shall assume, in writing, all of the obligations of the Manager and of a Member under the Operating Agreement, as the same may be amended from time to time. The foregoing actions under items (a), (b) and (c) shall be effective upon the next business day after WPHC delivers its written request to the Company and Xxxx. Notwithstanding anything to the contrary contained herein or in the Operating Agreement, if the Company is substituted for Xxxx as a Member and Manager, then Xxxx (or his estate if Xxxx is deceased) shall remain liable for the performance of the obligations of the Manager under the Operating Agreement, in accordance with Section 12.12.3.2

Request for Substitute Manager. In the event that Xxxx Feld should die or WPHC shall WPXX xhall elect to remove Xxxx Feld as manager due to disability tx xisability (such an event is hereinafter referred to as a "Triggering Event"), WPHC shall have the right, at its sole option, to request in writing that: (a) the Company shall acquire from Xxxx Feld (or from his estateestxxx, if Xxxx Feld is deceased) the entire thx xxtire interest of Xxxx Feld in the LLC; (b) the xhe Company shall be admitted as a Member of the LLC and substituted for Xxxx Feld as Member and Manager Maxxxxr under the Operating Agreement; and (c) the Company shall assume, in writing, all of the obligations of the Manager and of a Member under the Operating Agreement, as the same may be amended from time to time. The foregoing actions under items (a), (b) and (c) shall be effective upon the next business day after WPHC delivers its written request to the Company and XxxxFeld. Notwithstanding anything Notwithstandinx xxything to the contrary contained herein or in the Operating Agreement, if the Company is substituted for Xxxx Feld as a Member and ManagerXxxxger, then Xxxx Feld (or his estate if Xxxx ix Xxld is deceased) shall shxxx remain liable for the performance of the obligations of the Manager under the Operating Agreement, in accordance with Section 12.12.3.212.12.3.2 thereof.

Request for Substitute Manager. In the event that Xxxx Feld should die or WPHC shall elect to remove Xxxx Feld as manager due to disability tx xxsability (such an event is hereinafter referred refxxxxd to as a "Triggering Event"), WPHC shall have the right, at its sole option, to request in writing that: (a) the Company shall acquire from Xxxx Feld (or from his estate, if Xxxx Feld is deceased) the entire interest of Xxxx xx Xeld in the LLC; (b) the Company Cxxxxny shall be admitted as a Member of the LLC txx XLC and substituted for Xxxx Feld as Member and Manager under the Operating Agreement; and (c) the Company txx Xompany shall assume, in writing, all of the obligations of the Manager and of a Member under the Operating Agreement, as the same may be amended from time to time. The foregoing actions under items (a), (b) and (c) shall be effective upon the next business day after WPHC delivers its written request to the Company and XxxxFeld. Notwithstanding anything to the contrary contained herein or in xx the Operating Agreement, if the Company is substituted for Xxxx Feld as a Member and Manager, then Xxxx Feld (or his estate if Xxxx Feld is deceaseddxxxxsed) shall remain liable for the performance thx xxrformance of the obligations obxxxxtions of the Manager under the Operating Agreement, in accordance with Section 12.12.3.2

Request for Substitute Manager. In the event that Xxxx Feld should die or WPHC shall elect to remove Xxxx Feld as manager due to xx disability (such an event is hereinafter referred rxxxxred to as a "Triggering Event"), WPHC shall have the right, at its sole option, to request in writing that: (a) the Company shall acquire from Xxxx Feld (or from his estate, if Xxxx Feld is deceased) the entire interest of Xxxx interesx xx Feld in the LLC; (b) the Company Xxxpany shall be admitted as a Member of the xxx LLC and substituted for Xxxx Feld as Member and Manager under the Operating Agreement; and (c) the xxx Company shall assume, in writing, all of the obligations of the Manager and of a Member under the Operating Agreement, as the same may be amended from time to time. The foregoing actions under items (a), (b) and (c) shall be effective upon the next business day after WPHC delivers its written request to the Company and XxxxFeld. Notwithstanding anything to the contrary contained herein or in xx xn the Operating Agreement, if the Company is substituted for Xxxx Feld as a Member and Manager, then Xxxx Feld (or his estate if Xxxx Feld is deceasedxxxeased) shall remain liable for the xxx performance of the obligations xxxxgations of the Manager under the Operating Agreement, in accordance with Section 12.12.3.2