Amendment to the Management Agreement. (b) of the Management Agreement is hereby amended and restated by deleting such Section 15.4(b) in its entirety and replacing such Section 15.4(b) with the following:
Amendment to the Management Agreement. The definition of Management Fee in Section 1 is hereby amended and restated as follows:
Amendment to the Management Agreement. Effective on the date hereof, following the execution and delivery hereof,
(a) The second sentence of Section 5.7 of the Management Agreement is hereby amended to read in its entirety as follows: Property Insurance shall not have deductibles in excess of $250,000 per occurrence; provided that, on and after the earlier to occur of (a) the date of issuance of the Issuer's "Series 2002-1 Notes" and (b) July 31, 2002 (or if such day is not a Business Day, the next succeeding Business Day), the Property Insurance shall not have deductibles in excess of (x) $250,000 per occurrence and (y) $2,000,000 annnually, in the aggregate; and provided further that, at all times, the Liability Insurance shall not have deductibles in excess of $250,000 per occurrence.
(b) Section 8.1(a) of the Management Agreement is hereby amended in its entirety to read as follows: On each Determination Date, the Manager may (in its sole discretion) advance funds (each, a "Manager Advance") and remit to the Head Lessee Collection Account, in such manner as will ensure immediately available funds will be on account thereof by 11:00 a.m. New York time on the second Business Day prior to the next succeeding Payment Date, an amount equal to all or any portion of rental payments due on User Leases with respect to the Owner Compressors during the preceding Collection Period for which the related Users have not remitted such payment on or prior to such Determination Date; provided, however, that the aggregate amount of all such Manager Advances outstanding at any point in time may not exceed an amount equal to the product of (x) two percent (2%) and (y) the then Aggregate Appraisal Value. Nothwithstanding the foregoing, the Manager may make a Manager Advance only to the extent necessary to pay all items in Section 302(c) of the Indenture with a priority in payment prior to Section 302(c)(17) of the Indenture. The Manager will be reimbursed for Manager Advances in accordance with the terms of Section 7.2(b) of the Head Lessee Security Agreement. Notwithstanding the foregoing, the Manager will not be obligated to make a Manager Advance with respect to (i) any defaulted User Lease, or (ii) any User Lease if the Manager, in its reasonable good faith judgment, believes that such Manager Advance would not be recoverable from corresponding remittance from the User on the related User Lease.
(c) Section 9.11 of the Management Agreement is hereby amended to read in its entirety as follows:
Amendment to the Management Agreement. Effective on the date hereof, following the execution and delivery hereof,
(a) Section 9.11 of the Management Agreement is hereby amended to read in its entirety as follows:
Amendment to the Management Agreement. Section 4.1 (c) of the Management Agreement is hereby amended by deleting the reference to “$10,000,000” and inserting in place thereof a reference to “$2,000,000”.
Amendment to the Management Agreement. Section 8(b) of the Management Agreement shall be deleted and replaced in its entirety with the following:
(b) In connection with any and all CDOs formed, owned or controlled, directly or indirectly, by the Company, the Manager shall receive management, service and similar fees equal to (i) 0.25% per annum of the principal amount outstanding of bonds issued by a managed transitional CDO that are owned by third-party investors unaffiliated with the Company or the Manager, which CDO is structured to own loans secured by transitional properties, (ii) 0.15% per annum of the book value of the principal amount outstanding of bonds issued by a managed non-transitional CDO that are owned by third-party investors unaffiliated with the Company or the Manager, which CDO is structured to own loans secured by non-transitional properties, (iii) 0.10% per annum of the principal amount outstanding of bonds issued by a static CDO that are owned by third-party investors unaffiliated with the Company or the Manager, which CDO is structured to own non-investment grade bonds, and (iv) 0.05% per annum of the principal amount outstanding of bonds issued by a static CDO that are owned by third-party investors unaffiliated with the Company or the Manager, which CDO is structured to own investment grade bonds. For the purposes of this Section 8(b), a “managed transitional” CDO shall mean a CDO that is actively managed, has a reinvestment period and is structured to own debt collateral secured primarily by non-stabilized real estate assets that are expected to experience substantial net operating income growth. For the purposes of this Section 8(b), a “managed non-transitional” CDO shall mean a CDO that is actively managed, has a reinvestment period and is structured to own debt collateral secured primarily by stabilized real estate assets that are not expected to experience substantial net operating income growth. For the avoidance of doubt, both “managed transitional” and “managed non-transitional” CDO’s may at any given time during the reinvestment period of the respective vehicles invest in and own non-debt collateral (in limited quantity) as defined by the respective Indentures.” The parties hereto agree that the foregoing amendment is effective as of April 19, 2006.
Amendment to the Management Agreement. Sections 8.1(b), 8.1(c) and 8.1(d) of the Management Agreement are hereby amended and restated as follows:
Amendment to the Management Agreement. The definition of “
Amendment to the Management Agreement. (a)(4) of the Management Agreement is hereby amended by adding the following sentence to the end thereof: “The requirements of this Section 8.3(a) shall be deemed by Owner to be fully and timely performed by Manager hereunder for all purposes if (i) FE Propco Management LLC, a Delaware limited liability company (“Propco Manager”) timely performs its obligations to Station Casinos LLC, (“Propco Owner”) pursuant to Section 8.3(a) of the Propco Management Agreement and (ii) such reporting by Propco Manager under Section 8.3(a) of the Propco Management Agreement includes or incorporates such information with respect to the Managed Properties as otherwise would have been provided by Manager pursuant to this Section 8.3(a).”
Amendment to the Management Agreement. Effective as of the execution and delivery of this Amendment, Exhibit A to the Management Agreement (Form of Manager Report) is hereby amended and restated in its entirety to read as Exhibit E to this Amendment.
