Removal of a Manager. The Member, by a vote of not less than 80% of its board of directors, may remove and replace a Manager upon the occurrence of one of the following events: (i) such Manager’s gross negligence or intentional misconduct with respect to the performance of his or her duties as Manager under this Agreement, which continues after notice from the Company and a reasonable cure period; (ii) such Manager’s Breach of any material term of this Agreement which shall continue after notice from the Company and a reasonable cure period; (iii) a final, non-appealable order is made by any competent court on the grounds that such Manager is or may be suffering from mental disorder or other disability that renders him or her incapable of managing his or her affairs; or (iv) such Manager is convicted of a crime involving fraud, dishonesty, false statements or moral turpitude.
Appears in 2 contracts
Sources: Sale and Purchase Agreement (P10, Inc.), Sale and Purchase Agreement (P10, Inc.)