Common use of Key Man Event Clause in Contracts

Key Man Event. Notwithstanding anything herein to the contrary, in the event ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ no longer serves as Chief Executive Officer of the Company and/or ▇▇▇▇ ▇▇▇▇▇▇ no longer serves as President of the Company for any reason (in each case, whether due to resignation, termination, death, disability or otherwise) (the “Key Man Event”), then: (a) the Company shall, as soon as reasonably practicable but in any event within three (3) Business Days following the Key Man Event, deliver a written notice to the Members informing the Members of the Key Man Event; (b) if the Key Man Event involves the loss of the Chief Executive Officer, from and after the Key Man Event, no Class A Member shall be required to make any additional Capital Contributions to the Company and no Class A Member shall be a Defaulting Member as a result of failing to fund any additional Capital Contribution due on or after the Key Man Event, provided that any Defaulting Member as of the Key Man Event shall continue to be a Defaulting Member from and after the Key Man Event; and (c) if the Key Man Event involves the loss of the Chief Executive Officer and the President, from and after the Key Man Event, in addition to the consequences provided in clause (b) above, Old Ironsides may replace Carbon (or cause Carbon to be replaced) as the Manager and/or cause the Company to effect a Liquidity Event pursuant to Section 6.5.

Appears in 2 contracts

Sources: Limited Liability Company Agreement (Carbon Natural Gas Co), Limited Liability Company Agreement (Carbon Natural Gas Co)