Resignation as Manager Clause Samples

Resignation as Manager. (a) Insight may not resign as the Manager without the consent of holders of a majority of the outstanding Voting Interests and the consent of the Principals (except in the case of a Transfer of all of Insight's Membership Interest that is permitted by this Agreement, including a Transfer pursuant to Section 9.11, where the Assignee of Insight's Membership Interest has been admitted as a substitute Member in accordance with Section 9.3). If holders of a majority of the outstanding Voting Interests and the Principals consent to such resignation, the Company shall dissolve in accordance with the provisions of Section 10 unless, within ninety days after the resignation of Insight as the Manager, all the Members and the Principals elect to continue the business of the Company and agree to the appointment, effective as of the date of the resignation of Insight as the Manager, of one or more new Managers. (b) Any change in the identity of the Manager shall be subject to and conditioned upon receipt of all necessary governmental approvals and other material third-party consents. (c) Without limiting any other rights or remedies that the Company or Central may have at law or in equity, upon any resignation by Insight as the Manager in violation of this Agreement, then, notwithstanding any other provision of this Agreement to the contrary, no consent of Insight required under any provision of this Agreement shall any longer be required and Central shall be entitled to grant all such consents and take all actions relating to the Company and its business.
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Resignation as Manager. (a) If the Manager resigns, a majority of the outstanding Voting Interests shall select a new Manager. (b) Any change in the identity of the Manager shall be subject to and conditioned upon receipt of all necessary governmental approvals and other material third-party consents.
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Resignation as Manager. Employees hereby resign their positions of the Company and Company hereby accepts Employees’ resignation from such employment effective 5 p.m. Eastern Standard Time on December 31, 2021 (the “Effective Date”).
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Resignation as Manager. Nexus hereby resigns as a Manager of the Company, as a result of which Neurocrine is now the sole Manager of the Company.
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Resignation as Manager. A Managing Member may resign as manager of the Company (without withdrawing as a Member) by giving at least 90 but not more than 180 days' notice in writing of its intention to do so to all the other Members. Such notice shall not cause the dissolution of the Company. Upon the resignation of a Managing Member, a new Managing Member shall be designated pursuant to section 8.7.
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Resignation as Manager. The Managing Member may not resign as manager of the Company.
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Related to Resignation as Manager

  • Resignation as Director Upon the Company’s written request, Executive agrees to promptly resign as a member of the Company’s Board of Directors following any termination of his employment with the Company (or any parent or subsidiary of the Company).

  • RESIGNATION/TERMINATION The Warrant Agent may resign its duties and be discharged from all further duties and liabilities hereunder (except liabilities arising as a result of the Warrant Agent’s bad faith, gross negligence or willful misconduct) after giving thirty (30) calendar days’ prior written notice to the Company. The Company may remove the Warrant Agent upon thirty (30) calendar days’ written notice, and the Warrant Agent shall thereupon in like manner be discharged from all further duties and liabilities hereunder, except as have been caused by the Warrant Agent’s bad faith, gross negligence or willful misconduct. The Company shall cause to be mailed promptly (by first class mail, postage prepaid) to each registered Holder at such Holder’s last address as shown on the register of the Company, at the Company’s expense, a copy of such notice of resignation or notice of removal, as the case may be. Upon such resignation or removal the Company shall promptly appoint in writing a new warrant agent. If the Company shall fail to make such appointment within a period of sixty (60) calendar days after it has been notified in writing of such resignation by the resigning Warrant Agent or after such removal, then the Holder of any Warrant may apply to any court of competent jurisdiction for the appointment of a new warrant agent. A resignation or removal of the Warrant Agent and appointment of a successor Warrant Agent will become effective only upon the successor Warrant Agent’s acceptance of appointment. Pending appointment of a successor to the Warrant Agent, either by the Company or by such a court, the duties of the Warrant Agent shall be carried out by the Company. Any successor warrant agent, whether appointed by the Company or by such a court, shall be a Person, organized under the laws of the United States or of any state thereof and authorized under such laws to conduct a shareholder services business, be subject to supervision and examination by a Federal or state authority, and have a combined capital and surplus of not less than $100,000,000 as set forth in its most recent published annual report of condition; or in the case of such capital and surplus requirement, a controlled affiliate of such a Person meeting such capital and surplus requirement. After acceptance in writing of such appointment by the new Warrant Agent, such successor Warrant Agent shall be vested with the same powers, rights, duties and responsibilities under this Agreement as if it had been originally named herein as the Warrant Agent, without any further assurance, conveyance, act or deed; but if for any reason it shall be necessary or expedient to execute and deliver any further assurance, conveyance, act or deed, the same shall be done at the expense of the Company and shall be legally and validly executed and delivered by the resigning or removed Warrant Agent. Not later than the effective date of any such appointment, the Company shall send notice thereof to the resigning or removed Warrant Agent and shall forthwith cause a copy of such notice to be mailed (by first class, postage prepaid) to each registered Holder at such Holder’s last address as shown on the register of the Company. Failure to give any notice provided for in this Section 12(j), or any defect in any such notice, shall not affect the legality or validity of the resignation of the Warrant Agent or the appointment of a successor Warrant Agent, as the case may be.

  • Resignation as Officer or Director Upon a termination of employment for any reason, Executive shall, resign each position (if any) that Executive then holds as an officer or director of the Company and any of its affiliates. Executive’s execution of this Agreement shall be deemed the grant by Executive to the officers of the Company of a limited power of attorney to sign in Executive’s name and on Executive’s behalf any such documentation as may be required to be executed solely for the limited purposes of effectuating such resignations.

  • Director Resignations The Company shall use its reasonable best efforts to cause to be delivered to Parent resignations executed by each director of the Company in office as of immediately prior to the Effective Time and effective upon the Effective Time.

  • Resignation for Good Reason The Executive may resign from the Executive’s employment for Good Reason.