Common use of Services to Be Performed by Manager Clause in Contracts

Services to Be Performed by Manager. Throughout the Term, and in addition to those services that may be provided pursuant to Section 2.5, pursuant to the terms and subject to the conditions hereof (including those limitations on Manager's authority contained in Section 3.1), and under the control and at the direction of the Owners, Manager shall provide management services in order to manage, promote, maintain and operate the Stations, and, in performing such tasks, Manager shall, among other things, do the following: (a) Coordinate and supervise all development, sales, construction, governmental and community relations, legal matters, marketing, advertising, promotion and publicity relating to the Stations; (b) Advise with respect to the programming functions of the Stations, including analysis of ratings results, preparation of an overall marketing plan for each of the Stations, evaluation of existing and potential programming licenses and evaluation of pricing for advertising and other services rendered by the Stations; (c) Coordinate and supervise all maintenance, alterations, improvements and replacements of and to the Stations; (d) Prepare, as set forth in Section 4.1, an annual Operating Budget and/or such other documents and strategic plans as the Board may reasonably request from time to time; (e) Arrange for the billing and collection of all fees, charges or other compensation due to the Stations and arrange for the payment of all expenses and fees incurred or payable by the Stations; (f) Maintain, in accordance with GAAP, such books and records relating to the business and operations of the Stations as the Owners reasonably shall request and prepare and deliver all such reports or other documents or information as may be required to be prepared and filed under the Securities Exchange Act of 1934, as amended, or in connection with any credit agreement, indenture or other financing arrangement that may be in place at any time, or from time to time, with the Owners or the Stations; (g) Coordinate and supervise the preparation of all reports, public files, applications, requests and presentations to obtain or maintain in effect such Permits and FCC Licenses as may be required for the maintenance and operation of the Stations, including the preparation of such applications and filings as may be necessary under the Act; (h) Coordinate and supervise the negotiation and execution by the Owners of all Contracts deemed advisable in connection with the operation of the Stations; (i) Arrange for property, casualty, liability and other insurance; (j) Prepare, or cause to be prepared, and, at the request of the Owners, file all tax returns and statements, if any, that must be filed on behalf of the Stations with any taxing authority; (k) Use commercially reasonable efforts to obtain (i) favorable terms for the acquisition of programming for broadcast on the Stations which are substantially similar to the most favorable terms available to similarly situated Affiliates of Manager in connection with the purchase by them of programming, (ii) favorable discounts on purchases of equipment substantially similar to the most favorable discounts on equipment available to Manager and its Affiliates at the time such purchases are made and (iii) any other favorable rates, contracts or arrangements to which Manager has access in the television broadcast and related industries; (l) In accordance with the terms of the Operating Budget, recommend to the Owners for hire and discharge (where appropriate) employees of each of the Stations; (m) Interview, recommend to the Owners for selection or retention and supervise such engineers, contractors, attorneys, consultants and similar professionals as may be necessary or appropriate for the maintenance and operation of the Stations; and (n) Generally, do any and all other acts or execute such other agreements, documents or affidavits, as may reasonably be necessary to carry out the duties and responsibilities of Manager hereunder or such other tasks or duties as may be requested by the Owners.