Brand Management Agreement Sample Clauses

Brand Management Agreement. The Purchaser shall have delivered to the Seller an executed copy of the Brand Management Agreement.
Sample 1
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Brand Management Agreement. The term "Brand Management Agreement" means the brand management agreement to be executed on the date hereof by Licensee and the Brand Manager in the form attached hereto as EXHIBIT A, which agreement expressly acknowledges that Licensor is an intended third-party beneficiary thereof, together with all amendments, modifications, extensions and replacements thereof.
Sample 1
Brand Management Agreement. With respect to the Brand Management Agreement, each of Borrower and Operating Lessee hereby represents and warrants to Lender that: (i) the Brand Management Agreement is accurately described on Schedule XIV attached hereto; (ii) Operating Lessee has not received or delivered any notice of default under the Brand Management Agreement which has not been cured within applicable notice and/or cure periods; (iii) no material default by Operating Lessee or Brand Manager currently exists under the Brand Management Agreement which has not been cured within applicable notice and/or cure periods; (iv) the Brand Management Agreement and all amendments thereto delivered to Lender, any estoppel and/or comfort letter entered into in connection with the Loan and the Assignment of Brand Management Agreement set forth the entire agreement between Brand Manager and Operating Lessee and/or Borrower concerning the applicable Individual Property, or any portion thereof, and there are no other agreements, written or oral, to which Brand Manager and Operating Lessee and/or Borrower are parties concerning the applicable Individual Property, or any portion thereof; (v) except as set forth on Schedule XI attached hereto or as set forth in the Approved Annual Budget, Operating Lessee has performed all capital or other property improvements currently required to be performed to date by the Brand Manager under the Brand Management Agreement; (vi) except as set forth on Schedule XI attached hereto or as set forth in the Approved Annual Budget, Operating Lessee has not received notice from Brand Manager or any of its subsidiaries or affiliates of any capital or other property improvements that are or will be required to be performed in the future by Operating Lessee under the Brand Management Agreement; and (vii) except as set forth on Schedule XI attached hereto or as set forth in the Approved Annual Budget, Operating Lessee has no knowledge of any capital or other property improvements which Brand Manager is contemplating or considering requiring to be performed by the Operating Lessee under the Brand Management Agreement in the future.
Sample 1

Related to Brand Management Agreement

  • Property Management Agreement The Property Management Agreement is in full force and effect and, to Borrower's Knowledge, there are no defaults thereunder by any party thereto and no event has occurred that, with the passage of time and/or the giving of notice would constitute a default thereunder.

  • The Management Agreement Borrower shall use commercially reasonable efforts to cause Manager to manage the Property in accordance with the Management Agreement. Borrower shall (a) diligently perform and observe all of the material terms, covenants and conditions of the Management Agreement on the part of Borrower to be performed and observed, (b) promptly notify Agent of any notice to Borrower or Manager of any default by Borrower in the performance or observance of any material terms, covenants or conditions of the Management Agreement on the part of Borrower to be performed and observed, and (c) promptly deliver to Agent a copy of all material notices received by it (including, without limitation, any notices relating to the Ground Lease, the Reciprocal Easement and any Joint Manager (as defined in the Reciprocal Easement Agreement) and, upon request by Agent, any other financial statement, business plan, capital expenditures plan, report and estimate received by it under the Management Agreement (but excluding any immaterial general correspondence and internal discussion drafts of any such plans, reports or estimates); and (iv) promptly enforce the performance and observance of all of the material covenants required to be performed and observed by Manager under the Management Agreement. If Borrower shall default in the performance or observance of any material term, covenant or condition of the Management Agreement on the part of Borrower to be performed or observed, then, without limiting Agent’s other rights or remedies under this Agreement or the other Loan Documents, and without waiving or releasing Borrower from any of its obligations hereunder or under the Management Agreement, Agent shall have the right, but shall be under no obligation, to pay any sums and to perform any act as may be appropriate to cause all the material terms, covenants and conditions of the Management Agreement on the part of Borrower to be performed or observed.

  • INVESTMENT MANAGEMENT AGREEMENT Separate written agreements entered into (i) by the Manager and the Master Fund and (ii) by the Manager and the Company, pursuant to which the Manager provides investment management services to the Master Fund.

  • Management Agreement The Management Agreement is in full force and effect and there is no default thereunder by any party thereto and no event has occurred that, with the passage of time and/or the giving of notice would constitute a default thereunder.

  • MANAGEMENT AGREEMENT AND FRANCHISE AGREEMENT At or prior to the Closing, Seller shall terminate the Existing Management Agreement and the Existing Franchise Agreement, and Seller shall be solely responsible for all claims and liabilities arising thereunder on, prior to or following the Closing Date. As a condition to Closing, Buyer shall enter into the New Management Agreement and the New Franchise Agreement, effective as of the Closing Date, containing terms and conditions acceptable to Buyer (including, without limitation, such terms and conditions as may be required to accommodate Buyer’s and/or Buyer’s Affiliates’ REIT structure). Seller shall be responsible for paying all costs related to the termination of the Existing Management Agreement. Buyer shall be responsible for paying all reasonable and actual costs of the Franchisor related to the assignment or termination, as applicable, of the Existing Franchise Agreement. Seller shall use best efforts to promptly provide all information required by the Franchisor in connection with the New Franchise Agreement, and Seller and Buyer shall diligently pursue obtaining the same. As a condition to Buyer’s and Seller’s obligation to close under this Contract, Buyer and Manager shall agree, on or before the expiration of the Review Period, on the form and substance of the New Management Agreement.

  • Arrangement Agreement This Plan of Arrangement is made pursuant to the Arrangement Agreement.

  • Services Agreement The Company has entered into the Services Agreement with the Sponsor pursuant to which the Sponsor will make available to the Company general and administrative services including office space, utilities and secretarial support for the Company’s use for $10,000 per month, subject to adjustment as provided for in the Services Agreement. Prior to the consummation of a Business Combination, the Company shall not enter into any other arrangement for the provision of such services with any Insider that will require the Company to pay in excess of $10,000 per month for such services.

  • Management Services Agreement The term "Management Services ----------------------------- Agreement" shall mean this Management Services Agreement by and between Practice and Business Manager and any amendments hereto.

  • Advisory and Management Arrangements Subject to the requirements of applicable law as in effect from time to time, the Trustees may in their discretion from time to time enter into advisory, administration or management contracts (including, in each case, one or more sub-advisory, sub-administration or sub-management contracts) whereby the other party to any such contract shall undertake to furnish such advisory, administrative and management services with respect to the Trust as the Trustees shall from time to time consider desirable and all upon such terms and conditions as the Trustees may in their discretion determine. Notwithstanding any provisions of this Declaration, the Trustees may authorize any advisor, administrator or manager (subject to such general or specific instructions as the Trustees may from time to time adopt) to exercise any of the powers of the Trustees, including to effect investment transactions with respect to the assets on behalf of the Trust to the full extent of the power of the Trustees to effect such transactions or may authorize any officer, employee or Trustee to effect such transactions pursuant to recommendations of any such advisor, administrator or manager (and all without further action by the Trustees). Any such investment transaction shall be deemed to have been authorized by all of the Trustees.

  • Master Services Agreement This Agreement is a master agreement governing the relationship between the Parties solely with regard to State Street’s provision of Services to each BTC Recipient under the applicable Service Modules.

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