Owner’s Assistance; Asset Manager Sample Clauses

Owner’s Assistance; Asset Manager. As a condition precedent to Manager’s obligation to perform its responsibilities under this Agreement, Owner will assist Manager with respect to those matters that are within Owner’s control, as may be necessary: (i) to keep the Hotel open and Operating in accordance with the Operating Standards, as determined in Manager’s discretion; and (ii) to enable Manager to exercise its rights and perform its obligations related to this Agreement. The parties acknowledge that Owner has engaged the Asset Manager to advise Owner with respect to the operation of the Hotel. The Asset Manager shall not have any authority to manage the Hotel or to perform any of the responsibilities of Manager hereunder, but to the extent that Owner authorizes the Asset Manager to act on Owner’s behalf hereunder and notifies Manager in writing of such authority and any limitations thereon, Manager shall be entitled to rely upon consents, approvals, instructions and other actions of the Asset Manager within such authority and limitations as if such actions were taken directly by Owner, unless and until Manager is notified in writing to the contrary in writing by Owner.