Common use of Replacement of Manager Clause in Contracts

Replacement of Manager. Agent shall have the right to require Borrower to replace the Manager with (x) a Qualified Manager selected by Borrower or (y) another property manager chosen by Borrower and approved by Agent (provided, that such approval may be conditioned upon Borrower delivering a Rating Agency Confirmation as to such new property manager and management agreement) upon the occurrence of any one or more of the following events: (i) at any time following the occurrence and during the continuance of an Event of Default, (ii) if Manager shall be in material default under any Management Agreement beyond any applicable notice and cure period, (iii) if Manager shall become insolvent or a debtor in any bankruptcy or insolvency proceeding, or (iv) if at any time the Manager has engaged in gross negligence, fraud, willful misconduct or misappropriation of funds.

Appears in 3 contracts

Samples: Loan Agreement (Clipper Realty Inc.), Loan Agreement (Clipper Realty Inc.), Loan Agreement (Clipper Realty Inc.)

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Replacement of Manager. Agent Lender shall have the right to require Borrower to replace the Manager with (x) a an Unaffiliated Qualified Manager selected by Borrower or (y) another property manager chosen by Borrower and approved by Agent Lender (provided, that such approval may be conditioned upon Borrower delivering a Rating Agency Confirmation from each applicable Rating Agency as to such new property manager and management agreement) upon the occurrence of any one or more of the following events: (i) at any time following the occurrence and during the continuance of an Event of Default, (ii) if Manager shall be in material default under any the Management Agreement beyond any applicable notice and cure period, (iii) if Manager shall become insolvent or a debtor in any bankruptcy or insolvency proceeding, or (iv) if at any time the Manager has engaged in gross negligence, fraud, willful misconduct or misappropriation of funds.

Appears in 3 contracts

Samples: Loan Agreement (Medalist Diversified REIT, Inc.), Loan Agreement (NOVONIX LTD), Loan Agreement (NOVONIX LTD)

Replacement of Manager. Agent Lender shall have the right to require Borrower to replace the Manager with (x) a an Unaffiliated Qualified Manager selected by Borrower or (y) another property manager chosen by Borrower Xxxxxxxx and approved by Agent Xxxxxx (provided, that such approval may be conditioned upon Borrower delivering a Rating Agency Confirmation from each applicable Rating Agency as to such new property manager and management agreement) upon the occurrence of any one or more of the following events: (i) at any time following the occurrence and during the continuance of an Event of Default, (ii) if Manager shall be in material default under any the Management Agreement beyond any applicable notice and cure period, (iii) if Manager shall become insolvent or a debtor in any bankruptcy or insolvency proceeding, or (iv) if at any time the Manager has engaged in gross negligence, fraud, willful misconduct or misappropriation of funds.

Appears in 1 contract

Samples: Loan Agreement

Replacement of Manager. Agent Lender shall have the right to require Borrower to replace the Manager with (x) a an Unaffiliated Qualified Manager selected by Borrower or (y) another property manager chosen by Borrower and approved by Agent Lender (provided, that such approval may be conditioned upon Borrower delivering a Rating Agency Confirmation as to such new property manager and management agreement) upon the occurrence of any one or more of the following events: (i) at any time following the occurrence and during the continuance of an Event of Default, (ii) if Manager shall be in material default under any the Management Agreement beyond any applicable notice and cure period, (iii) if Manager shall become insolvent or a debtor in any bankruptcy or insolvency proceeding, or (iv) if at any time the Manager has engaged in gross negligence, fraud, willful misconduct or misappropriation of funds.

Appears in 1 contract

Samples: Loan Agreement (Carter Validus Mission Critical REIT, Inc.)

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Replacement of Manager. Agent Lender shall have the right to require Borrower to replace the Manager with (x) a an Unaffiliated Qualified Manager selected by Borrower or (y) another property manager chosen by Borrower and approved by Agent Lender (provided, that such approval may be conditioned upon Borrower delivering a Rating Agency Confirmation from each applicable Rating Agency as to such new property manager and management agreement) upon the occurrence of any one or more of the following events: (i) at any time following the occurrence and during the continuance of an Event of Default, (ii) if Manager shall be in material default under any the Management Agreement beyond any applicable notice and cure period, (iii) if Manager shall become insolvent or a debtor in any bankruptcy or insolvency proceeding, or (iv) if at any time the Manager has engaged in gross negligence, fraud, willful misconduct or misappropriation of funds.

Appears in 1 contract

Samples: Loan Agreement

Replacement of Manager. Agent Lender shall have the right to require Borrower to cause Owner to replace the Manager with (x) a an Unaffiliated Qualified Manager selected by Borrower Owner or (y) another property manager chosen by Borrower Owner and approved by Agent Lender (provided, that such approval may be conditioned upon Borrower delivering a Rating Agency Confirmation from each applicable Rating Agency as to such new property manager and management agreement) upon the occurrence of any one or more of the following events: (i) at any time following the occurrence and during the continuance of an Event of Default, (ii) if Manager shall be in material default under any the Management Agreement beyond any applicable notice and cure period, (iii) if Manager shall become insolvent or a debtor in any bankruptcy or insolvency proceeding, or (iv) if at any time the Manager has engaged in gross negligence, fraud, willful misconduct or misappropriation of funds.funds.‌

Appears in 1 contract

Samples: Mezzanine Loan Agreement

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