Common use of Resignation or Termination of Managing Member Clause in Contracts

Resignation or Termination of Managing Member. NFE Sub shall not, by any means, resign as, cease to be or be replaced as Managing Member except in compliance with this Section 7.6. No termination or replacement of NFE Sub as Managing Member shall be effective unless proper provision is made, in compliance with this Agreement, so that the obligations of NFE Sub, its successor (if applicable) and any new Managing Member and the rights of all Members under this Agreement and applicable Law remain in full force and effect. No appointment of a Person other than NFE Sub (or its successor, as applicable) as Managing Member shall be effective unless NFE Sub (or its successor, as applicable) and the new Managing Member (as applicable) provide all other Members with contractual rights, directly enforceable by such other Members against NFE Sub (or its successor, as applicable) and the new Managing Member (as applicable), to cause (a) NFE Sub to comply with all NFE Sub’s obligations under this Agreement (including its obligations under Section 4.6) other than those that must necessarily be taken in its capacity as Managing Member and (b) the new Managing Member to comply with all the Managing Member’s obligations under this Agreement.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (New Fortress Energy LLC), Limited Liability Company Agreement (New Fortress Energy LLC), Limited Liability Company Agreement (New Fortress Energy LLC)

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Resignation or Termination of Managing Member. NFE Sub Managing Member Blocker shall not, by any means, resign as, cease to be or be replaced as Managing Member except in compliance with this Section 7.6. No termination or replacement of NFE Sub Managing Member Blocker as Managing Member shall be effective unless proper provision is made, in compliance with this Agreement, so that the obligations of NFE SubManaging Member Blocker, its successor (if applicable) and any new Managing Member and the rights of all Members under this Agreement and applicable Law remain in full force and effect. No appointment of a Person other than NFE Sub Managing Member Blocker (or its successor, as applicable) as Managing Member shall be effective unless NFE Sub Managing Member Blocker (or its successor, as applicable) and the new Managing Member (as applicable) provide all other Members with contractual rights, directly enforceable by such other Members against NFE Sub Managing Member Blocker (or its successor, as applicable) and the new Managing Member (as applicable), to cause (a) NFE Sub Managing Member Blocker to comply with all NFE SubManaging Member Blocker’s obligations under this Agreement (including its obligations under Section 4.6) other than those that must necessarily be taken in its capacity as Managing Member and (b) the new Managing Member to comply with all the Managing Member’s obligations under this Agreement.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Brigham Minerals, Inc.), Limited Liability Company Agreement (Brigham Minerals, Inc.), Limited Liability Company Agreement (Brigham Minerals, Inc.)

Resignation or Termination of Managing Member. NFE PubCo Sub (or its successor, as applicable) shall not, by any means, resign as, cease to be or be replaced as Managing Member except in compliance with this Section 7.66.4. No termination or replacement of NFE PubCo Sub (or its successor, as applicable) as Managing Member shall be effective unless proper provision is made, in compliance with this Agreement, so that the obligations of NFE PubCo Sub, its successor (if applicable) and any new Managing Member and the rights of all Members under this Agreement and applicable Law remain in full force and effect. No appointment of a Person other than NFE PubCo Sub (or its successor, as applicable) as Managing Member shall be effective unless NFE PubCo Sub (or its successor, as applicable) and the new Managing Member (as applicable) provide all other Members with contractual rights, directly enforceable by such other Members against NFE PubCo Sub (or its successor, as applicable) and the new Managing Member (as applicable), to cause (a) NFE PubCo Sub (or its successor, as applicable) to comply with all NFE of PubCo Sub’s or such member’s obligations under this Agreement (including its obligations under Section 4.63.6) other than those that must necessarily be taken in its capacity as Managing Member and (b) the new Managing Member to comply with all of the Managing Member’s obligations under this Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (EVgo Inc), Letter Agreement (Climate Change Crisis Real Impact I Acquisition Corp)

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Resignation or Termination of Managing Member. NFE Sub PubCo (or its successor, as applicable) shall not, by any means, resign as, cease to be or be replaced as Managing Member except in compliance with this Section 7.66.6. No termination or replacement of NFE Sub PubCo (or its successor, as applicable) as Managing Member shall be effective unless proper provision is made, in compliance with this Agreement, so that the obligations of NFE SubPubCo, its successor (if applicable) and any new Managing Member and the rights of all Members under this Agreement and applicable Law remain in full force and effect. No appointment of a Person other than NFE Sub PubCo (or its successor, as applicable) as Managing Member shall be effective unless NFE Sub PubCo (or its successor, as applicable) and the new Managing Member (as applicable) provide all other Members with contractual rights, directly enforceable by such other Members against NFE Sub PubCo (or its successor, as applicable) and the new Managing Member (as applicable), to cause (a) NFE Sub PubCo (or its successor, as applicable) to comply with all NFE Subof PubCo’s obligations under this Agreement (including its obligations under Section 4.63.6) other than those that must necessarily be taken in its capacity as Managing Member and (b) the new Managing Member to comply with all the Managing Member’s obligations under this Agreement.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Atlas Energy Solutions Inc.), Limited Liability Company Agreement (Atlas Energy Solutions Inc.)

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