Management Standard Clause Samples

Management Standard. The Parties acknowledge the benefits associated with the consistency in the management and control of Managed Claims. This Paragraph F reflects the desire of UI to align its interests with those of CL&P in Managed Claims, since the relative implications of the disposition of Managed Claims will likely have similar effects on the UI Assets, Contractor Facilities and/or CL&P Property. UI acknowledges that, since the disposition of any Managed Claims will directly and/or indirectly impact Contractor Facilities and/or CL&P Property, UI shall have no recourse whatsoever against CL&P with respect to the disposition of any Managed Claims, and UI fully accepts and will bear the effects of any Order and/or settlement resulting from any Managed Claims and/or other result in such matter, including the obligation to make any payments due to any Third Party, except to the extent such disposition, Order and/or settlement arises out of CL&P's Actionable Conduct. UI hereby irrevocably (a) waives any and all claims of whatever nature against CL&P and CL&P's Affiliates arising out of, and/or related to, each Managed Claim, including any act and/or omission by CL&P and/or any of CL&P's Affiliates (whether before or after the applicable Closing Date) that could have and/or has prejudiced, influenced and/or otherwise affected UI's Liability with respect to each Managed Claim; and (b) releases and discharges CL&P and CL&P's Affiliates from any Liabilities regarding a Managed Claim. The Parties intend that the foregoing waiver and release shall be construed broadly to prohibit any recovery of whatever nature by UI against CL&P and CL&P's Affiliates for any Liabilities associated with, and/or relating to, each Managed Claim. If requested by UI for any Managed Claim that UI has not exercised its right of separate counsel pursuant to Paragraph F.9(a), CL&P shall provide UI with a report regarding the Managed Claim(s), in such form and content as CL&P may reasonably determine based on the circumstances, on a quarterly basis. CL&P shall not consent to any settlement, entry of Order or other disposition in a Managed Claim that would result in UI making a payment to the claimant (determined in the aggregate if there is more than one claimant in such Managed Claim) on account of such disposition that exceeds the sum of Fifty Thousand Dollars ($50,000.00), without the prior written consent of UI, which consent shall not be unreasonably withheld, conditioned or delayed.

Management Standard. See Section IV.6.

Management Standard. (a) Tenant shall operate, maintain, manage, repair and furnish each Property and the business to be carried on therein (including, without limitation, as to matters of maintenance, repair, safety, sanitation, guest service, and employee courtesy, appearance and conduct), in at least the applicable standard (such standard as it applies to a particular Property, the “MANAGEMENT STANDARD”) set forth below, subject, however, in each case to the initial quality and design aspects of each Property’s facilities, the provisions and limitations of the Management Agreement and such Hotel’s Annual Plan (as defined in the Management Agreement) and the availability of necessary working capital: (i) The Portofino Bay Hotel shall be operated and managed as a first-class resort hotel in accordance with the standard of first-class resort hotel properties in the Orlando area as of the date hereof; (ii) The Hard Rock Hotel shall be operated and managed as a first-class resort hotel in accordance with the standard of first-class resort hotel properties in the Orlando area as of the date hereof; (iii) The Third Hotel shall be operated and managed as a first-class resort hotel in accordance with the standard of first-class resort hotel properties in the Orlando area as of the date hereof. and (iv) The Support Facility shall be operated and managed in a good and business like fashion. (b) The ability of Tenant to comply with the Management Standard for each Hotel is based upon, among other things, the success of the Theme Park Owner, as the Person responsible for Marketing (as defined in the Resort Agreement) of the Hotels, to generate sufficient revenue per available room through its Marketing efforts so that there will be sufficient working capital available to meet the high level of costs required to comply with such Management Standard. In addition, Tenant recognizes that an integral element of the success of the Theme Park Owner’s Marketing efforts is the ability of Tenant to operate the Hotels in a manner sufficient to justify the room rates which Theme Park Owner and Tenant will attempt to obtain. To the extent Theme Park Owner has not provided adequate Marketing services as contemplated by the first sentence of this paragraph, Tenant may be unable to meet such Management Standard for a particular period of time.

Management Standard. Each of the Loan Assets was underwritten or acquired and is being serviced in conformance with the Management Standard.

Management Standard. Tenant shall operate, maintain, manage, repair and furnish each Property and the business to be carried on therein (including, without limitation, as to matters of maintenance, repair, safety, sanitation, guest service, and employee courtesy, appearance and conduct), in at least the applicable standard (such standard as it applies to a particular Property, the "MANAGEMENT STANDARD") set forth below, subject, however, in each case to the initial quality and design aspects of each Property's facilities, the provisions and limitations of the Management Agreement and such Hotel's Annual Plan (as defined in the Management Agreement) and the availability of necessary working capital:

Management Standard. The term "Management Standard" shall have the meaning given in Recital A.

Management Standard. Tenant shall operate, maintain, manage, repair and furnish the Premises and the business to be carried on therein (including, without limitation, as to matters of maintenance, repair, safety, sanitation, guest service, and employee courtesy, appearance and conduct), in at least the following standard (the “Management Standard”), to wit: the Hotel, villas, and Restaurant shall be operated and managed as a first-class resort hotel in accordance with the standards of first-class resort hotel properties in the Puget Sound area as of the date hereof, examples of which are Cedarbrook Lodge, in SeaTac, Washington and The Willows Inn, in Woodinville, Washington. Any dispute regarding the Management Standard shall be resolved by arbitration as provided in Section 16.