Approved Business Plan. (1) Not later than 45 days before the commencement of each fiscal quarter, the Company shall prepare and submit to the Purchaser a Business Plan for such quarter that complies with the Mandatory Requirements and the Initial Approved Business Plan.
(2) The Company shall conduct, and cause the Subsidiaries to conduct, their respective operations, incur expenses and purchase assets in accordance with the then applicable Approved Business Plan. In the event that there is a Failure to Perform as determined on the Acquisition Date, such breach shall be considered to have a material adverse impact on the Company for the purposes of Section 6.2(2)(h) of the Arrangement Agreement. The occurrence of an Interim Failure to Perform or a breach of the first sentence of this Section 2.5(2) will not be considered to have a material adverse impact on the Company for the purposes of Section 6.2(2)(h) of the Arrangement Agreement and, the Purchaser acknowledges and agrees that an Interim Failure to Perform shall not constitute a breach of, or event of default under, the Debenture.
(3) The Purchaser hereby consents pursuant to Section 4.1(3)(f) of the Arrangement Agreement to any disposition of assets of the Company or any of the Subsidiaries that is completed in accordance with the Initial Approved Business Plan during the period from the date of this Amendment until the earlier of the Acquisition Effective Time and the time that the Arrangement Agreement is terminated in accordance with its terms.
(4) The Chief Executive Officer of the Company shall have authority to approve all minor changes and modifications to any Approved Business Plan and all Contracts awarded thereunder that are, in the Chief Executive Officer’s good faith judgment, reasonable and prudent under the circumstances and that do not materially change the overall nature or scope of operations contemplated under such Approved Business Plan. The Company shall promptly inform the Purchaser of each such minor change or modification to an Approved Business Plan that the Chief Executive Officer has made or approved in accordance with this Section 2.5(4).
(5) The Company shall promptly notify the Purchaser of any reasonably anticipated overruns in excess of the expenditures authorized in an Approved Business Plan (including contingency expenditures) by more than 20%. The Company shall not incur expenditures (on a consolidated basis) in any quarter in excess of 120% of the amount set forth in the Approved Business ...
Approved Business Plan. (a) [Intentionally omitted].
(b) In addition to the review of the Approved Business Plan contemplated in Section 3.3(e) below, on or before November 1 of each Fiscal Year, Manager shall prepare and deliver to Owner for review and Approval by Owner an updated Business Plan (including a new Annual Budget) for the immediately succeeding Fiscal Year. Each such Annual Budget shall contain the type of information set forth in the Approved Budget that is attached as an exhibit to the Approved Business Plan for Fiscal Year 2017, except to the extent such information is no longer applicable.
(c) Such Business Plan shall be subject to the review and Approval by Owner and Owner shall provide Manager with any objections to such Business Plan in writing, in reasonable detail, within thirty (30) days after delivery thereof by Manager. If Owner does not provide its Approval or written objections within such thirty (30) day period, and Manager gives notice (the “Reminder Notice”) to Owner of such failure by Owner, then, if Owner still does not provide its Approval or written objections within twenty (20) days following delivery of such Reminder Notice, Owner shall be deemed to have objected to such Business Plan as submitted by Manager. If Owner has any objections to such Business Plan, Owner and Manager shall meet or speak within fourteen (14) days following Manager’s receipt of Owner’s objections and shall discuss any objections made by Owner, and Manager shall submit within seven (7) days after such discussion, written revisions to such Business Plan following such discussion. Such Business Plan, as modified to reflect the revisions Approved by Owner, shall become, upon such Approval by Owner, the Approved Business Plan for the next Fiscal Year. The Business Plan shall be prepared by Manager based on its good faith assumptions, estimations and projections. In no event shall Manager be deemed to have guaranteed or otherwise be liable under or in breach of this Agreement solely for the failure of Owner to achieve any projected results in any Approved Business Plan. The Approved Business Plan for each Fiscal Year shall supersede in its entirety the Approved Business Plan for the immediately preceding Fiscal Year.
(d) During each Fiscal Year during the Term, Manager shall adhere to, and not exceed, the Approved Budget with respect to the expense items set forth therein for such Fiscal Year; provided that Manager shall be permitted, at any time and from time to time, to dev...
Approved Business Plan. Subject to clause (i) of the definition of “Major Decisions” on Schedule 6, the Managing Member may amend the Approved Business Plan from time to time in its sole discretion. The Managing Member shall provide the Co-Investor Members with written notice of any material amendment to the Approved Business Plan (it being agreed that such notice requirement shall not derogate from clause (i) of the definition of “Major Decisions” on Schedule 6).
Approved Business Plan. “Approved Business Plan” means a Business Plan approved by the Board as a Major Decision pursuant to Section 9.2.
Approved Business Plan. Within 30 days after the date hereof, the Company shall deliver to the Investor a draft of the Business Plan for 1997-1998, and the Company and the Investor shall exercise reasonable efforts to reach agreement on the Approved Business Plan.
Approved Business Plan. 1116763.08/OC 373745-00002/0-0-00/pdo/agt 60 54430-10898/2652216.4
Approved Business Plan. The then in effect approved business plan, and any approved changes, modifications, or amendments to such plan, or any non-material changes, modifications or amendments to such plan shall be the “Approved Business Plan” for the Property.
Approved Business Plan. The Members agree that the current business plan for the Company shall be that adopted by the Members on the Effective Date and shall be inclusive of the following items described in (i)-(iv) below (collectively, the “Approved Business Plan”). 2 4409429v26 / 500303.0022
(i) All costs and liabilities (“Project Costs”) to be paid or assumed by the Company in connection with the Project, which is hereby approved by the Members (as amended from time to time with IHP’s approval the “Approved Project Budget”). No changes or departures from the Approved Project Budget shall be made without the prior consent of IHP, which consent may be withheld in its discretion.
(ii) The projected cash flow for the Project (“Project Proforma”).
(iii) Te anticipated revenues and Project Costs of the Company for the balance of the first calendar year of the Company through the estimated life of the Project.
(iv) Critical Dates Schedule (which replaces the prior Critical Dates Schedule(s)).” Exhibit A to the Agreement is superseded and replaced by Exhibit A to this Amendment.
Approved Business Plan. The term “
Approved Business Plan. The Members agree that the initial business plan for the Company is to acquire the Property and seek the Entitlements inclusive of the following items described in (i)-(iv) below, attached hereto as Exhibit “B” (collectively, the “Approved Business Plan”).
(i) All costs and liabilities (“Project Costs”) to be paid or assumed by the Company in connection with the Project (the “Original Budget”), which is hereby approved by the Members (the “Approved Project Budget”). No changes or departures from the Approved Project Budget shall be made without the prior consent of IHP, which consent may be withheld in its discretion.
(ii) The projected cash flow for the Project (“Project Proforma”).
(iii) The anticipated revenues and Project Costs of the Company for the balance of the first calendar year of the Company.
(iv) Critical Dates Schedule.
