Common use of Capital Budgets Clause in Contracts

Capital Budgets. Manager shall, not less than forty-five (45) days prior to the commencement of each fiscal year, submit to Owner, for Owner's approval, a recommended "Capital Budget" for the ensuing full or partial fiscal year, as the case may be, for furnishings, equipment, and ordinary Hotel capital replacement items as shall be required to operate the Hotel in accordance with the standards referred to in the License Agreement. Manager, to the extent it is able to do so without compromising compliance with the minimum standards required under the terms of the License Agreement, shall take into consideration, among other factors, the amount of funds available to pay for the proposed capital expenditures. Manager shall also identify for Owner those projects that are required to meet the minimum standards of the License Agreement and give priority to such items. Owner and Manager shall meet to discuss the proposed Capital Budget and Owner shall be required to make specific written objections to a proposed Capital Budget in the manner and within the same time periods specified in Section 3.01(v) with respect to an Operating Budget. Owner agrees not to unreasonably withhold or delay its consent. If Owner does not approve the Capital Budget, Manager (i) with respect to Capital Improvements (as herein defined) required to meet the minimum standards of the License Agreement, will be entitled to spend such amounts as are necessary to meet such minimum standards and (ii) with respect to any other Capital Improvements, will only spend such amounts as are approved by Owner, acting reasonably, provided, however, that in any event Manager shall be entitled to spend up to five percent (5%) of Gross Revenue for capital expenditures after the date hereof until the disputed Capital Budget item(s) have been resolved in accordance with Section 10.02.1(e). Manager, at Owner's expense, shall be responsible for supervising the design, installation and construction of alterations or additions to, or rebuilding or renovation of, the Hotel, including any additions to Hotel furnishings and equipment (collectively, "Capital Improvements"). Owner shall have the right to approve and inspect the installation and construction of Capital Improvements and any mortgagee having a first lien on Owner's leasehold estate in the Hotel ("Owner's Leasehold Mortgagee") or a first lien on Fee Owner's fee estate in the Hotel (the "Fee Owner's Mortgagee") shall also have any right of approval or inspection of the installation and construction of the Capital Improvements to the extent set forth in the mortgage, deed of trust or other loan documents (collectively, the "Mortgage Documents") (but only if and to the extent the Manager has been provided with copies of the Mortgage Documents). Fee Owner shall not have the right to approve any Capital Budget.

Capital Budgets. Manager shall, not less than forty-five sixty (4560) days prior to the commencement of each fiscal year, submit to Owner, Owner for Owner's approval, approval a recommended "Capital Budget" capital budget for the ensuing full or partial fiscal year, as the case may be, for furnishings, equipment, equipment and ordinary Hotel Resort capital replacement items as shall be required to operate the Hotel Resort in accordance with the standards referred to in the License AgreementRequired Standard (each, a “Capital Budget”). Manager, to the extent it is able to do so without compromising compliance with the minimum standards required under the terms of the License Agreement, Manager shall take into consideration, among other factors, the amount of funds available to pay for the proposed capital expenditures. Manager shall also identify for Owner those projects that are required to meet the minimum standards Owner’s approval of the License Agreement and give priority to such itemsCapital Budget shall not be unreasonably withheld, conditioned or delayed. Owner and Manager shall meet to discuss the proposed Capital Budget and Owner shall be required to make specific written objections to a proposed Capital Budget in the manner and within the same time periods specified in Section 3.01(v) 5.3 with respect to an the Annual Operating Budget. Owner agrees not to unreasonably withhold or delay its consent. If Owner does not approve the Capital Budget, Manager (i) with respect to Capital Improvements (as herein defined) required to meet the minimum standards of the License Agreement, will be entitled to spend such amounts as are necessary to meet such minimum standards and (ii) with respect to any other Capital Improvements, will only spend such amounts as are approved by Owner, acting reasonablywhich approval shall not be unreasonably withheld, conditioned, or delayed; provided, however, that in until any event Manager shall be entitled to spend up to five percent (5%) of Gross Revenue for capital expenditures after the date hereof until the disputed Capital Budget item(s) have been resolved in accordance with Section 10.02.1(e). Managerresolved, at Owner's expense, Manager shall be responsible entitled to spend for supervising capital expenditures funds then in the design, installation and construction of alterations reserve account but only for items for which such expenditures were allocated in the Capital Budget or additions to, or rebuilding or renovation of, the Hotel, including as otherwise approved by Owner. Manager shall not incur any additions to Hotel furnishings and equipment (collectively, "Capital Improvements"). Owner shall have the right to approve and inspect the installation and construction of expenses for Capital Improvements and any mortgagee having a first lien on Owner's leasehold estate in the Hotel ("Owner's Leasehold Mortgagee") or a first lien on Fee Owner's fee estate in the Hotel (the "Fee Owner's Mortgagee") shall also have any right of approval or inspection of the installation and construction excess of the Capital Improvements Budget without the prior approval of Owner. After a Capital Budget has been adopted, it shall be subject to review and modification in the event unpredicted or unanticipated capital expenditures are required during any calendar year, or in the event of unexpected occurrences having a material effect on the Business. Manager and Owner each agree not to unreasonably withhold, condition or delay its consent to a proposed modification of a Capital Budget. Any amendment that is mutually agreed upon shall be set forth in writing and signed by both parties. It is acknowledged by Owner that capital expenditures required as a result of an Emergency Situation shall not reduce amounts available pursuant to the Capital Budget or otherwise hereunder, other than to the extent set forth in a Capital Budget item is subsumed within the mortgage, deed of trust or other loan documents (collectively, the "Mortgage Documents") (but only if and to the extent the Manager has been provided with copies capital expenditures required as a result of the Mortgage Documents). Fee Owner shall not have occurrence of the right to approve any Capital Budgetemergency.

Capital Budgets. Manager shall, not less than forty-five (45) days prior to the commencement of each fiscal year, submit to Owner, for Owner's approval, a recommended "Capital Budget" for the ensuing full or partial fiscal year, as the case may be, for furnishings, equipment, and ordinary Hotel capital replacement items as shall be required to operate the Hotel in accordance with the standards referred to in the License Agreement. Manager, to the extent it is able to do so without compromising compliance with the minimum standards required under the terms of the License Agreement, shall take into consideration, among other factors, the amount of funds available to pay for the proposed capital expenditures. Manager shall also identify for Owner those projects that are required to meet the minimum standards of the License Agreement and give priority to such items. Owner and Manager shall meet to discuss the proposed Capital Budget and Owner shall be required to make specific written objections to a proposed Capital Budget in the manner and within the same time periods specified in Section 3.01(v) with respect to an Operating Budget. Owner agrees not to unreasonably withhold or delay its consent. If Owner does not approve the Capital Budget, Manager (i) with respect to Capital Improvements (as herein defined) required to meet the minimum standards of the License Agreement, will be entitled to spend such amounts as are necessary to meet such minimum standards and (ii) with respect to any other Capital Improvements, will only spend such amounts as are approved by Owner, acting reasonably, provided, however, that in any event Manager shall be entitled to spend up to four percent (4%) of Gross Revenue for capital expenditures in the first full year after the Effective Date and five percent (5%) of Gross Revenue for capital expenditures after the date hereof each year thereafter until the disputed Capital Budget item(s) have been resolved in accordance with Section 10.02.1(e). Manager, at Owner's expense, shall be responsible for supervising the design, installation and construction of alterations or additions to, or rebuilding or renovation of, the Hotel, including any additions to Hotel furnishings and equipment (collectively, "Capital Improvements"). Owner shall have the right to approve and inspect the installation and construction of Capital Improvements and any mortgagee having a first lien on Owner's leasehold estate in the Hotel ("Owner's Leasehold Mortgagee") or a first lien on Fee Owner's fee estate in the Hotel (the "Fee Owner's Mortgagee") shall also have any right of approval or inspection of the installation and construction of the Capital Improvements to the extent set forth in the mortgage, deed of trust or other loan documents (collectively, the "Mortgage Documents") (but only if and to the extent the Manager has been provided with copies of the Mortgage Documents). Fee Owner shall not have the right to approve any Capital Budget.

Capital Budgets. Manager shall, not less than forty-five (45) days --------------- prior to the commencement of each fiscal year, submit to Owner, for Owner's approval, a recommended "Capital Budget" for the ensuing full or partial fiscal year, as the case may be, for furnishings, equipment, and ordinary Hotel capital replacement items as shall be required to operate the Hotel in accordance with the standards referred to in the License Agreement. Manager, to the extent it is able to do so without compromising compliance with the minimum standards required under the terms of the License Agreement, shall take into consideration, among other factors, the amount of funds available to pay for the proposed capital expendituresCapital Improvements (as herein defined). Manager shall also identify for Owner those projects that are required to meet the minimum standards of the License Agreement and give priority to such items. Owner and Manager shall meet to discuss the proposed Capital Budget and Owner shall be required to make specific written objections to a proposed Capital Budget in the manner and within the same time periods specified in Section 3.01(v) with respect to an Operating Budget. Owner agrees not to unreasonably withhold or delay its consent. If Owner does not approve the Capital Budget, Manager (i) with respect to Capital Improvements (as herein defined) required to meet the minimum standards of the License Agreement, will be entitled to spend such amounts as are necessary to meet such minimum standards and (ii) with respect to any other Capital Improvements, will only spend such amounts as are approved by Owner, acting reasonably, provided, however, that in any event Manager shall be entitled to spend up to five percent (5%) of Gross Revenue Revenues for capital expenditures Capital Improvements and FF&E Replacements after the date hereof until the disputed Capital Budget item(s) have been resolved in accordance with Section 10.02.1(e). Manager, at Owner's expense, shall be responsible for supervising the design, installation and construction of alterations or additions to, or rebuilding or renovation of, the Hotel, including any additions to Hotel furnishings and equipment (collectively, "Capital Improvements"). Owner shall have the right to approve and inspect the installation and construction of Capital Improvements and any mortgagee having a first lien on Owner's leasehold estate in the Hotel ("Owner's Leasehold Mortgagee") or a first lien on Fee Owner's fee estate in the Hotel (the "Fee Owner's Mortgagee") shall also have any right of approval or inspection of the installation and construction of the Capital Improvements to the extent set forth in the mortgage, deed of trust or other loan documents (collectively, the "Mortgage Documents") (but only if and to the extent the Manager has been provided with copies of the Mortgage Documents). Fee Owner shall not have the right to approve any Capital Budget.

Capital Budgets. Manager shall, not less than forty-five (45) days prior to the commencement of each fiscal year, submit to Owner, for Owner's approval, a recommended "Capital Budget" for the ensuing full or partial fiscal year, as the case may be, for furnishings, equipment, and ordinary Hotel capital replacement items as shall be required to operate the Hotel in accordance with the standards referred to in the License Agreement. Manager, to the extent it is able to do so without compromising compliance with the minimum standards required under the terms of the License Agreement, shall take into consideration, among other factors, the amount of funds available to pay for the proposed capital expenditures. Manager shall also identify for Owner those projects that are required to meet the minimum standards of the License Agreement and give priority to such items. Owner and Manager shall meet to discuss the proposed Capital Budget and Owner shall be required to make specific written objections to a proposed Capital Budget in the manner and within the same time periods specified in Section 3.01(v) with respect to an Operating Budget. Owner agrees not to unreasonably withhold or delay its consent. If Owner does not approve the Capital Budget, Manager (i) with respect to Capital Improvements (as herein defined) required to meet the minimum standards of the License Agreement, will be entitled to spend such amounts as are necessary to meet such minimum standards and (ii) with respect to any other Capital Improvements, will only spend such amounts as are approved by Owner, acting reasonably, provided, however, that in any event Manager shall be entitled to spend up to five percent (5%) of Adjusted Gross Revenue for capital expenditures after the date hereof until the disputed Capital Budget item(s) have been resolved in accordance with Section 10.02.1(e). Manager, at Owner's expense, shall be responsible for supervising the design, installation and construction of alterations or additions to, or rebuilding or renovation of, the Hotel, including any additions to Hotel furnishings and equipment (collectively, "Capital Improvements"). Owner shall have the right to approve and inspect the installation and construction of Capital Improvements and any mortgagee having a first lien on Owner's leasehold estate in the Hotel ("Owner's Leasehold Mortgagee") or a first lien on Fee Owner's fee estate in the Hotel (the "Fee Owner's Mortgagee") shall also have any right of approval or inspection of the installation and construction of the Capital Improvements to the extent set forth in the mortgage, deed of trust or other loan documents (collectively, the "Mortgage Documents") (but only if and to the extent the Manager has been provided with copies of the Mortgage Documents). Fee Owner shall not have the right to approve any Capital Budget.

Capital Budgets. The capital budget for ____ has been prepared by Manager shalland provided to the Partnership (the "Capital Budget"). Manager, not less than forty-five (45) days prior to the commencement of each fiscal succeeding calendar year, shall submit to Owner, for Owner's approval, Lessee a recommended "Capital Budget" Budget for the ensuing full or partial fiscal calendar year, as the case may be, for furnishings, equipment, and ordinary Hotel capital replacement items as shall be required to operate the Hotel in accordance with the standards referred to in the License Agreement. Manager, to the extent it is able to do so without compromising compliance with the minimum standards required under the terms of the License Agreement, shall take into consideration, among other factors, consideration the amount of funds available to pay for the proposed capital expenditures. Manager shall also identify for Owner Lessee those projects that are required to meet the minimum standards of the License Agreement and give priority to such items. Owner Lessee and Manager shall meet to discuss the proposed Capital Budget and Owner Lessee shall be required to make specific written objections to a proposed Capital Budget in the manner and within the same time periods specified in Section 3.01(v3.01(e) with respect to an Operating Budget. Owner Lessee agrees not to unreasonably withhold or delay its consent. If Owner does not approve the Capital Budget, Manager (i) with respect to Capital Improvements (as herein defined) required to meet the minimum standards of the License Agreement, will be entitled to spend such amounts as are necessary to meet such minimum standards and (ii) with respect to any other Capital Improvements, will only spend such amounts as are approved by Owner, acting reasonably, provided, however, that in any event Manager shall be entitled to spend up to five percent (5%) of Gross Revenue for capital expenditures after the date hereof until the disputed Capital Budget item(s) have been resolved in accordance with Section 10.02.1(e). Manager, at OwnerLessee's expense, shall be responsible for supervising the design, installation and construction of alterations or additions to, or rebuilding or renovation of, the Hotel, including any additions to Hotel furnishings and equipment (collectively, "Capital Improvements"). Owner Lessee shall have the right to approve and inspect the installation and construction of Capital Improvements and any mortgagee having a first lien on OwnerLessee's leasehold estate in the Hotel ("OwnerLessee's Leasehold Mortgagee") or a first lien on Fee Ownerthe Partnership's fee estate in the Hotel (the "Fee OwnerPartnership's Mortgagee") shall also have any right of approval or inspection of the installation and construction of the Capital Improvements to the extent set forth in the mortgage, deed of trust or other loan documents (collectively, the "Mortgage Financing Documents") (but only if and to the extent the Manager has been provided with copies of the Mortgage Financing Documents). Fee Owner The Partnership shall not have the right to approve any Capital Budget.

Capital Budgets. Manager shall, not less than forty-five (45) days prior to the commencement of each fiscal year, submit to Owner, for Owner's approval, a recommended "Capital Budget" for the ensuing full or partial fiscal year, as the case may be, for furnishings, equipment, and ordinary Hotel capital replacement items as shall be required to operate the Hotel in accordance with the standards referred to in the License Agreement. Manager, to the extent it is able to do so without compromising compliance with the minimum standards required under the terms of the License Agreement, shall take into consideration, among other factors, the amount of funds available to pay for the proposed capital expendituresCapital Improvements (as herein defined). Manager shall also identify for Owner those projects that are required to meet the minimum standards of the License Agreement and give priority to such items. Owner and Manager shall meet to discuss the proposed Capital Budget and Owner shall be required to make specific written objections to a proposed Capital Budget in the manner and within the same time periods specified in Section 3.01(v) with respect to an Operating Budget. Owner agrees not to unreasonably withhold or delay its consent. If Owner does not approve the Capital Budget, Manager (i) with respect to Capital Improvements (as herein defined) required to meet the minimum standards of the License Agreement, will be entitled to spend such amounts as are necessary to meet such minimum standards and (ii) with respect to any other Capital Improvements, will only spend such amounts as are approved by Owner, acting reasonably, provided, however, that in any event Manager shall be entitled to spend up to five percent (5%) of Gross Revenue Revenues for capital expenditures Capital Improvements and FF&E Replacements after the date hereof until the disputed Capital Budget item(s) have been resolved in accordance with Section 10.02.1(e). Manager, at Owner's expense, shall be responsible for supervising the design, installation and construction of alterations or additions to, or rebuilding or renovation of, the Hotel, including any additions to Hotel furnishings and equipment (collectively, "Capital Improvements"). Owner shall have the right to approve and inspect the installation and construction of Capital Improvements and any mortgagee having a first lien on Owner's leasehold estate in the Hotel ("Owner's Leasehold Mortgagee") or a first lien on Fee Owner's fee estate in the Hotel (the "Fee Owner's Mortgagee") shall also have any right of approval or inspection of the installation and construction of the Capital Improvements to the extent set forth in the mortgage, deed of trust or other loan documents (collectively, the "Mortgage Documents") (but only if and to the extent the Manager has been provided with copies of the Mortgage Documents). Fee Owner shall not have the right to approve any Capital Budget.