Common use of Removal Procedures Clause in Contracts

Removal Procedures. (i) If either of SL Member or SP II Member, acting singly, or both of them jointly (individually or collectively, as applicable, the “Removing Member”), determine(s) that a Bad Act has occurred and is continuing after all applicable notice and cure periods set forth in Section 7.05(a), the Removing Member may deliver written notice to the Manager (and to the other Member, if applicable), specifying in reasonable detail the facts surrounding the alleged Bad Act in question (a “Bad Act Notice”). The Manager shall have the right to contest the occurrence of such Bad Act by delivering written notice to the Members within five (5) Business Days after receipt of the Bad Act Notice, stating Manager’s election to submit such matter to Expedited Dispute Resolution (the “Dispute Notice”). Following (but in all events within ninety (90) days after) the expiration of such five (5)-Business Day period or, if applicable, a final determination pursuant to Expedited Dispute Resolution that a Bad Act has occurred, the Removing Member may deliver a written notice to the Manager revoking the Manager’s authority hereunder (a “Removal Notice”) effective as of the date set forth in the Removal Notice. From and after the date that a Bad Act Notice is delivered but prior to the effective date of removal set forth in a duly issued Removal Notice, the Manager shall continue to manage and operate the business of the Company in accordance with this Agreement.