Common use of Manager’s General Responsibilities Clause in Contracts

Manager’s General Responsibilities. Subject to the requirements of this Agreement, including, without limitation, Section 2.12, to the extent funds derived from the operation of the Resort or provided by Owner are available for such purposes and except as otherwise approved by Owner, Manager shall use commercially reasonable efforts to operate the Resort in conformance with the Approved Resort Operating Plan, and Manager shall comply with the provisions of Loan Documents and the IP License relating to the operation of the Resort. All duties to be performed by Manager under this Agreement shall be for and on behalf of Owner, in the name of Owner, and for Owner’s account and none of such duties are to be performed at Manager’s expense. Subject to the requirements of this Agreement, including, without limitation, Section 2.12, Manager shall have complete discretion and control in all matters relating to the management and operation of the Resort. Manager shall at all times act with the standard of skill, care and expertise that would be customary and reasonably expected from a prudent manager of comparable resorts, and Manager shall cause the Resort to be operated, serviced, maintained, furnished, equipped and refurbished in a manner consistent with the Standards and in a manner reasonably expected to enhance over the Term the financial performance of the Resort’s operations. Without limiting the generality of the foregoing, but subject in all instances to the Approved Resort Operating Plan and the requirements of this Agreement, Manager is authorized and shall perform the following services, the costs of which shall be borne by Owner as Operating Expenses:

Manager’s General Responsibilities. Subject to the requirements of this Agreement, including, without limitation, Section 2.122.13, to the extent funds derived from the operation of the Resort or provided by Owner are available for such purposes and except as otherwise approved by Owner, Manager shall use commercially reasonable efforts to operate the Resort in conformance with the Approved Resort Operating Plan, and Manager shall comply with the provisions of Loan Documents and the IP License relating to the operation of the Resort. All duties to be performed by Manager under this Agreement shall be for and on behalf of Owner, in the name of Owner, and for Owner’s account and none of such duties are to be performed at Manager’s expense. For the avoidance of doubt, subject to Section 2.13, Manager may fulfill its duties under this Agreement by supervising, directing and controlling the Resort Employees in the performance of the relevant functions. Subject to the requirements of this Agreement, including, without limitation, Section 2.122.13, Manager shall have complete discretion and control in all matters relating to the management and operation of the Resort. Manager shall at all times act with the standard of skill, care and expertise that would be customary and reasonably expected from a prudent manager of comparable resortsresorts and casinos, and Manager shall cause the Resort to be operated, serviced, maintained, furnished, equipped and refurbished in a manner consistent with the Standards and in a manner reasonably expected to enhance over the Term the financial performance of the Resort’s operations. Without limiting the generality of the foregoing, but subject in all instances to the Approved Resort Operating Plan and the requirements of this Agreement, Manager is authorized and shall perform the following services, the costs of which shall be borne by Owner as Operating Expenses:

Manager’s General Responsibilities. Subject to the requirements of this Agreement, including, without limitation, Section 2.122.9, to the extent funds derived from the operation of the Resort or provided by Resort Owner are available for such purposes and except as otherwise approved by with Resort Owner’s Approval, Manager shall use commercially reasonable efforts to operate the Resort in conformance with the Approved Resort Operating Plan, and Manager shall comply with the provisions of Loan Documents Plan and the IP License relating to the operation terms of the Resortthis Agreement. All duties to be performed by Manager under this Agreement shall be for and on behalf of Resort Owner, in the name of Resort Owner, and for Resort Owner’s account account, and none of such duties are to be performed at Manager’s expenseexpense except as expressly provided in this Agreement. For the avoidance of doubt, subject to Section 2.9, Manager may fulfill its duties under this Agreement by supervising, directing and controlling the Resort Employees and Paragon Employees in the performance of the relevant functions. Subject to the requirements of this Agreement, including, without limitation, Section 2.122.9, Manager shall have complete discretion and control in be responsible for all matters relating to the management and operation of the Resort. Manager shall at all times act with the standard of skill, care and expertise that would be customary and reasonably expected from a prudent manager of comparable resortsresorts and casinos, and Manager shall cause the Resort to be operated, serviced, maintained, furnished, and equipped and refurbished in a manner consistent with the Standards Approved Annual Operating Plan and in a manner reasonably expected to enhance over the Term the financial performance terms of the Resort’s operationsthis Agreement. Without limiting the generality of the foregoing, but subject in all instances to the Approved Resort Operating Plan and the requirements terms of this Agreement, Manager is authorized and shall perform the following services, the costs of which shall constitute Operating Expenses (to be borne paid from Gross Revenues or, subject to Resort Owner’s Approval, as otherwise funded by Owner as Operating Expenses:Resort Owner):