Common use of New Operating Agreements Clause in Contracts

New Operating Agreements. Without the prior written consent of the Buyer, which consent shall not be unreasonably withheld or delayed, the Seller or the Manager or any other agents shall not enter into any Operating Agreements or Equipment Leases, or renew, amend, terminate or supplement any such contracts; provided that any of such parties may enter into or renew such contracts, or amend, terminate or supplement such contracts, without the Buyer’s consent if such contract is entered into (or renewed, amended, terminated or supplemented, as the case may be) in the ordinary course of business at the Property, or is necessary as a result of an emergency to life or property at the Property and in either case, is either terminable on 90 days or less notice, without penalty. If the Seller or the Manager enters into or renews any such Operating Agreement and/or Equipment Lease, terminates, or amends or supplements any such contracts, after the date of this Agreement, then the Seller shall promptly provide written notice and a copy thereof to the Buyer and, unless the same required the Buyer’s prior written approval pursuant to this paragraph (b) and such approval was not obtained, the schedule of contracts attached to the Assignment of Contracts shall be so modified, and such contract shall be deemed added to Schedule 4.2(a) attached hereto and Schedule 4.2(a) shall be deemed amended at the Closing to include such contracts. If a new Operating Agreement and/or Equipment Lease, or a renewal, amendment, termination or supplement to any such existing contract, requires the Buyer’s prior written approval or Seller otherwise requests Buyer’s approval and the Buyer does not object within 7 days after receipt of a copy of such contract, then the Buyer shall be deemed to have approved such contract. The Seller and the Manager shall observe and perform all of the material obligations under the material Operating Agreements and Equipment Leases, excluding any such Operating Agreements or Equipment Leases which are terminated in the ordinary course of the operation of the Hotel or as a result of a default by the other party.

New Operating Agreements. Without the prior written consent of the Buyer, which consent shall not be unreasonably withheld withheld, conditioned or delayed, the Seller or the Manager or any other agents shall not enter into any Operating Agreements or Equipment Leasesthird party contracts, or renew, amend, terminate amend or supplement any such third party contracts; provided that any of such parties Seller may enter into or renew such third party contracts, or amend, terminate amend or supplement such third party contracts, without the Buyer’s consent if (i) such contract is entered into (or renewed, amended, terminated or supplemented, as the case may be) in the ordinary course of business at customary operation of the PropertyHotel, or does not require Seller’s approval under the Management Agreement, or is necessary as a result of an emergency to life or property at the Property and in either caseHotel, (ii) is either terminable on 90 30 days or less notice, without penalty, and (iii) requires the payment of no more than Fifty Thousand Dollars ($50,000) in any calendar year. If the Seller or the Manager enters into or renews any such Operating Agreement and/or Equipment Lease, terminatesthird party contracts, or amends or supplements any such contracts, third party contracts after the date of this Agreement, then the Seller shall promptly provide written notice and a copy thereof to the Buyer and, and unless the same required the Buyer’s prior written approval pursuant to this paragraph (b) and such approval was not obtained, Buyer shall assume such contract at the Closing and the schedule of contracts attached to the Assignment of Contracts and Leases shall be so modified, and such contract shall be deemed added to Schedule 4.2(a3.2(a) attached hereto and Schedule 4.2(a3.2(a) shall be deemed amended at the Closing to include such contracts. If a new Operating Agreement and/or Equipment Leasecontract, or a renewal, amendment, termination amendment or supplement to any such an existing contract, requires the Buyer’s prior written approval or Seller otherwise requests Buyer’s approval and the Buyer does not object within 7 two days after receipt of a copy of such contract, then the Buyer shall be deemed to have approved such contract. The Seller and the Manager shall observe and perform all of the material obligations under the material Operating Agreements and Equipment Leases, excluding any such Operating Agreements or Equipment Leases which are terminated in the ordinary course of the operation of the Hotel or as a result of a default by the other party.

New Operating Agreements. Without the prior written consent of the Buyer, which consent shall not be unreasonably withheld or delayed, the Seller or the Manager or any other agents shall not enter into any Operating Agreements or Equipment Leases, or renew, amend, terminate amend or supplement any such contracts; provided that any of such parties the Seller may enter into or renew such contracts, or amend, terminate amend or supplement such contracts, without the Buyer’s consent if such contract is entered into (or renewed, amended, terminated or supplemented, as the case may be) in the ordinary course of business customary maintenance and repairs at the Property, or is necessary as a result of an emergency to life or property at the Property and in either case, case is either terminable on 90 30 days or less notice, without penalty. If the Seller or the Manager enters into or renews any such Operating Agreement and/or Equipment Lease, terminatescontracts, or amends or supplements any such contracts, after the date of this Agreement, then the Seller shall promptly provide written notice and a copy thereof to the Buyer and, and unless the same required the Buyer’s prior written approval pursuant to this paragraph (b) and such approval was not obtained, the Buyer shall assume such contract at Closing and the schedule of contracts attached to the Assignment of Contracts shall be so modified, and such contract shall be deemed added to Schedule 4.2(a3.2(a) attached hereto and Schedule 4.2(a3.2(a) shall be deemed amended at the Closing to include such contracts. If a new Operating Agreement and/or Equipment Leasecontract, or a renewal, amendment, termination amendment or supplement to any such an existing contract, requires the Buyer’s prior written approval or Seller otherwise requests Buyer’s approval and the Buyer does not object within 7 seven days after receipt of a copy of such contract, then the Buyer shall be deemed to have approved such contract. The Seller and the Manager shall observe and perform all of the its material obligations under the material Operating Agreements and Equipment Leases, Leases excluding any such Operating Agreements or Equipment Leases agreements which are may be terminated in the ordinary course of the operation of the Hotel or as a result of a default by the other party.

New Operating Agreements. Without the prior written consent of the Buyer, which consent shall not be unreasonably withheld or delayed, the Seller or the Manager or any other agents shall not enter into any Operating Agreements or Equipment Leases, or renew, amend, terminate amend or supplement any such contracts; provided that any of such parties the Seller may enter into or renew such contracts, or amend, terminate amend or supplement such contracts, without the Buyer’s consent if such contract is entered into (or renewed, amended, terminated or supplemented, as the case may be) in the ordinary course of business customary maintenance and repairs at the Property, or is necessary as a result of an emergency to life or property at the Property and in either case, is either terminable on 90 30 days or less notice, without penalty. If the Seller or the Manager enters into or renews any such Operating Agreement and/or Equipment Lease, terminatescontracts, or amends or supplements any such contracts, after the date of this Agreement, then the Seller shall promptly provide written notice and a copy thereof to the Buyer and, and unless the same required the Buyer’s prior written approval pursuant to this paragraph (b) and such approval was not obtained, the Buyer shall assume such contract at Closing and the schedule of contracts attached to the Assignment of Contracts shall be so modified, and such contract shall be deemed added to Schedule 4.2(a3.2(a) attached hereto and Schedule 4.2(a3.2(a) shall be deemed amended at the Closing to include such contracts. If a new Operating Agreement and/or Equipment Leasecontract, or a renewal, amendment, termination amendment or supplement to any such an existing contract, requires the Buyer’s prior written approval or Seller otherwise requests Buyer’s approval and the Buyer does not object within 7 seven days after receipt of a copy of such contract, then the Buyer shall be deemed to have approved such contract. The Seller and the Manager shall observe and perform all of the its material obligations under the material Operating Agreements and Equipment Leases, Leases excluding any such Operating Agreements or Equipment Leases agreements which are may be terminated in the ordinary course of the operation of the Hotel or as a result of a default by the other party.

New Operating Agreements. Without the prior written consent of the Buyer, which consent shall not be unreasonably withheld or delayed, the Seller or the Manager or any other agents shall not enter into any Operating Agreements or Equipment Leasesthird party contracts, or renew, amend, amend or supplement or terminate or supplement grant any such contractsmaterial waiver or consent under any third party contracts (unless required by the terms thereof or not requiring Seller’s approval under the Management Agreement); provided that any of such parties the Seller may enter into or renew such third party contracts, or amend, terminate amend or supplement such third party contracts, without the Buyer’s consent if such contract is entered into (or renewed, amended, terminated or supplemented, as the case may be) in the ordinary course of business at customary operation of the Property, or does not require Seller’s approval under the Management Agreement, or is necessary as a result of an emergency to life or property at the Property and in either caseProperty, or is either terminable on 90 30 days or less notice, without penalty. If the Seller or the Manager enters into or renews any such Operating Agreement and/or Equipment Lease, terminatesthird party contracts, or amends or supplements any such contracts, third party contracts after the date of this Agreement, then the Seller shall promptly provide written notice and a copy thereof to the Buyer and, and unless the same required the Buyer’s prior written approval pursuant to this paragraph (b) and such approval was not obtained, the Buyer shall assume such contract from and after the Closing and the schedule of contracts attached to the Assignment of Contracts shall be so modified, and such contract shall be deemed added to Schedule 4.2(a3.2(a) attached hereto and Schedule 4.2(a3.2(a) shall be deemed amended at the Closing to include such contracts. If a new Operating Agreement and/or Equipment Leasecontract, or a renewal, amendment, termination amendment or supplement to any such an existing contract, requires the Buyer’s prior written approval or Seller otherwise requests Buyer’s approval and the Buyer does not object within 7 days five Business Days after receipt of a copy of such contract, then the Buyer shall be deemed to have approved such contract. The Seller and the Manager shall observe and perform all of the material obligations under the material Operating Agreements and Equipment Leases, excluding any such Operating Agreements or Equipment Leases which are terminated in the ordinary course of the operation of the Hotel or as a result of a default by the other party.

New Operating Agreements. Without the prior written consent of the Buyer, which consent shall not be unreasonably withheld or delayed, the Seller or the Manager or any other agents shall not enter into any Operating Agreements or Equipment Leases, or renew, amend, terminate or supplement any such contracts; provided that any of such parties may enter into or renew such contracts, or amend, terminate or supplement such contracts, without the Buyer’s consent if such contract is entered into (or renewed, amended, terminated or supplemented, as the case may be) in the ordinary course of business at the Property, or is necessary as a result of an emergency to life or property at the Property and in either case, is either terminable on 90 days or less notice, without penalty. If the Seller or the Manager enters into or renews any such Operating Agreement and/or Equipment Lease, terminates, or amends or supplements any such contracts, after the date of this Agreement, then the Seller shall promptly provide written notice and a copy thereof to the Buyer and, unless the same required the Buyer’s prior written approval pursuant to this paragraph (b) and such approval was not obtained, the schedule of contracts attached to the Assignment of Contracts shall be so modified, and such contract shall be deemed added to Schedule 4.2(a) attached hereto and Schedule 4.2(a) shall be deemed amended at the Closing to include such contracts. If a new Operating Agreement and/or Equipment Lease, or a renewal, amendment, termination or supplement to any such existing contract, requires the Buyer’s prior written approval or Seller otherwise requests Buyer’s approval and the Buyer does not object within 7 days after receipt of a copy of such contract, then the Buyer shall be deemed to have approved such contract. The Seller and the Manager shall observe and perform all of the material obligations under the Hotel Lease, the Parking Lease, and the material Operating Agreements and Equipment Leases, excluding any such Operating Agreements or Equipment Leases which are terminated in the ordinary course of the operation of the Hotel or as a result of a default by the other party.

New Operating Agreements. Without the prior written consent of the Buyer, Buyer which consent shall not be unreasonably withheld or delayed, the Seller or the Manager or any other agents shall not enter into any Operating Agreements or Equipment Leases, or renew, amend, terminate amend or supplement any such contracts; provided that any of such parties the Seller may enter into or renew such contracts, or amend, terminate amend or supplement such contracts, without the Buyer’s consent if such contract is entered into (or renewed, amended, terminated or supplemented, as the case may be) in the ordinary course of business customary maintenance and repairs at the Property, Property or is necessary as a result of an emergency to life or property at the Property and in either case, is either terminable on 90 30 days or less notice, without penalty. If the Seller or the Manager enters into or renews any such Operating Agreement and/or Equipment Lease, terminatescontracts, or amends or supplements any such contracts, after the date of this Agreement, then the Seller shall promptly provide written notice and a copy thereof to the Buyer and, and unless the same required the Buyer’s prior written approval pursuant to this paragraph (b) and such approval was not obtained, the Buyer shall assume such contract at Closing and the schedule of contracts attached to the Assignment of Contracts shall be so modified, and such contract shall be deemed added to Schedule 4.2(a3.2(a) attached hereto and Schedule 4.2(a3.2(a) shall be deemed amended at the Closing to include such contracts. If a new Operating Agreement and/or Equipment Leasecontract, or a renewal, amendment, termination amendment or supplement to any such an existing contract, requires the Buyer’s prior written approval or Seller otherwise requests Buyer’s approval and the Buyer does not object within 7 seven days after receipt of a copy of such contract, then the Buyer shall be deemed to have approved such contract. The Seller and the Manager shall observe and perform all of the its material obligations under the material Operating Agreements and Equipment Leases, Leases excluding any such Operating Agreements or Equipment Leases agreements which are may be terminated in the ordinary course of the operation of the Hotel or as a result of a default by the other party.