Resignation; Deemed Offer to Resign. The Operator may resign upon 60 days prior notice to the Management Committee, in which case the Management Committee shall appoint an Operator. If any of the following shall occur, the Operator shall be deemed to have offered to resign, which offer may be accepted by the Management Committee, if at all, within 60 days following such deemed offer:
a) The Operator fails to perform a material obligation imposed upon it under this Agreement and such failure continues for a period of 30 days after notice from the Management Committee demanding performance; or
b) A receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official for a substantial part of its assets is appointed and such appointment is neither made ineffective nor discharged within 60 days after the making thereof, or such appointment is consented to, requested by, or acquiesced in by the Operator; or
c) The Operator commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect; or consents to the entry of an order for relief in an involuntary case under any such law or to the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or other similar official of any substantial part of its assets; or makes a general assignment for the benefit of creditors; or fails generally to pay its debts as such debts become due; or takes corporate or other action in furtherance of any of the foregoing; or
d) Entry is made against the Operator of a judgment decree or order for relief affecting a substantial part of its assets by a court of competent jurisdiction in an involuntary case commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect.
Resignation; Deemed Offer to Resign. The Manager may resign upon three months' prior notice to the other Member, in which case the other Member may elect to become the new Manager by notice to the resigning Member within 30 days after the notice of resignation. In the case of any resignation as Manager by TSVLP, USEC shall be deemed to be the other Member and TSVLP shall be deemed to be the resigning Member for purposes of this Section 9.
Resignation; Deemed Offer to Resign. The Operator may resign upon 90 days' prior notice. In addition, the Operator shall be deemed to have resigned forthwith upon an Event of Resignation, as defined below and, as provided in the Operator Replacement Agreement, PT-RTZ shall, if at the time of such Event of Resignation, PT-RTZ is not the Operator and is an indirect or direct subsidiary of RTZ, have the right to become substitute Operator in succession to PT-FI with respect to the COW. Similarly, if the Operator shall resign upon 90 days' prior notice, PT-RTZ will have the right to become Operator in succession to PT-FI with respect to the COW if PT-RTZ is not then the Operator and shall at the time be a direct or indirect subsidiary of RTZ. For the purposes of this Agreement, an Event of Resignation shall mean one of the following occurrences:
9.5.1 an Event of Default shall have occurred under an FI Credit Document (as defined in the Trust Agreement) which gives the Operator Selection Representative a right under the Operator Replacement Agreement to cause PT-FI to resign as Operator and such Operator Selection Representative has elected to exercise such right; or
9.5.2 the Government has given PT-FI a notice of default under Article 20 of the COW and PT-FI has not within 30 days (unless the default relates to failure to make payments pursuant to Article 12 or 13 of the COW, in which event 20 days) after receipt thereof either corrected such default or obtained the withdrawal or stay of such notice, unless the question has been submitted to arbitration, in which event it shall be an Event of Resignation if PT-FI has not corrected such default within 10 days after affirmation of such default by arbitration; or
9.5.3 FCX and its Affiliates shall cease to own at least such number of shares of the capital stock of PT-FI as shall permit FCX and its Affiliates to elect a majority of the board of directors and of the board of commissioners of PT-FI; or 9.
Resignation; Deemed Offer to Resign. The Operator may resign upon two months' prior written notice to the other Participant in which case the other Participant may elect to become the new Operator by notice to the resigning Participant within 30 days after the notice of resignation. If any of the following shall occur the Operator shall be deemed to have offered to resign which offer shall be accepted by the other Participant (if at all) within 90 days following such deemed offer and in the absence of written acceptance by the other Participant, the Operator shall continue to be Operator:
(a) the Participating Interest of the Operator becomes less than 50%; or
(b) the Operator becomes bankrupt or is placed in receivership, it shall be deemed to have resigned without any action by the other Participant.
Resignation; Deemed Offer to Resign. The Manager may resign upon two months' prior written notice to the other Participant, in which case the other Participant may elect to become the new Manager by notice to the resigning Participant within 30 days after the notice of resignation. If any of the following shall occur, the Manager shall be deemed to have offered to resign, which offer shall be accepted by the other Participant, if at all, within 90 days following such deemed offer and in the absence of written acceptance by the other Participant, the Manager shall continue to be Manager: The Participating Interest of the Manager becomes less than 50% and any other Participant holds a Participating Interest greater than the Manager. The Manager fails to perform a material obligation imposed upon the Manager under this Agreement and fails within 60 days to commence curing or contest the default within 30 days after notice from the other Participant demanding performance. If the Manager becomes insolvent, bankrupt or is placed in receivership, it shall be deemed to have resigned without any action by the other Participant.
Resignation; Deemed Offer to Resign. The Manager may resign upon thirty (30) days prior notice to the other Participant. If any of the following shall occur, the Manager shall be deemed to have offered to resign, which offer shall be .accepted by the other Participant, if at all, within ninety (90) days following such deemed offer:
Resignation; Deemed Offer to Resign. 9.5 Payments To Manager 9.6 Transactions With Affiliates 9.7
Resignation; Deemed Offer to Resign. The Manager may offer to resign upon not less than thirty
Resignation; Deemed Offer to Resign. The Manager may resign upon thirty (30) days prior notice to the other Participant. If any of the following shall occur, the Manager shall be deemed to have offered to resign, which offer shall be accepted by the other Participant, if at all, within ninety (90) days following such deemed offer:
8.4.1. The Participating Interest of the Manager becomes less than fifty percent (50%); Montana PGM Venture Agreement February 1, 2000 CONFIDENTIAL or
8.4.2. The Manager fails to perform a material obligation imposed upon it under this Agreement and such failure continues for a period of thirty (30) days after written notice from the other Participant demanding performance; or
8.4.3. The Manager fails to pay or contest in good faith its bills within thirty (30) days after receiving written notice that they are due; or
8.4.4. A receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official for a substantial part of its assets is appointed and such appointment is neither made ineffective nor discharged within sixty (60) days after receiving written notice of the making thereof, or such appointment is consented to, requested by, or acquiesced in by the Manager; or
8.4.5. The Manager commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect; or consents to the entry of an order for relief in an involuntary case under any such law or to the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or other similar official of any substantial part of its assets; or makes a general assignment for the benefit of creditors; or fails generally to pay its or Venture debts as such debts become due; or takes corporate or other action in furtherance of any of the foregoing; or
8.4.6. Entry is made against the Manager of a judgment, decree or order for relief affecting a substantial part of its assets by a court of competent jurisdiction in an involuntary case commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect.
Resignation; Deemed Offer to Resign. Del Toro may resign as manager of the joint venture memorialized herein upon not less than six (6) months’ prior Notice to Xxxxxxxx, in which case Xxxxxxxx may assume all management duties by Notice to Del Toro within sixty (60) days after receipt of the Notice of resignation. Del Toro shall be deemed to have resigned upon the occurrence of any of the following:
9.4.1 Del Toro or the SPE fails to timely pay and account to Xxxxxxxx for any amount due hereunder, including payment and delivery of Xxxxxxxx’x share of Net Proceeds;
9.4.2 Except for conditions of force majeure and monetary payments owed to Xxxxxxxx, Del Toro or the SPE fails to perform a material obligation imposed upon it under this Agreement or the SPE’s operating agreement, and such failure continues for a period of sixty (60) days after Notice from Xxxxxxxx demanding performance;
9.4.3 Del Toro or the SPE fails to pay or contest in good faith its bills and debts hereunder as such obligations become due;
9.4.4 Occurrence of an event of Involuntary Withdrawal with respect to Del Toro; or
9.4.5 A judgment, decree or order for relief is entered against Del Toro or the SPE that materially affects the ability of either to perform its respective duties and obligations hereunder.
