Permitted Variations from Budget Sample Clauses

Permitted Variations from Budget. During the Operating Term, Manager (i) shall use commercially reasonable efforts to operate within, and in a manner consistent with, each approved Operating Plan and Budget and each approved Capital Budget and (ii) shall not substantially deviate from the budgeted Capital Expenses in an approved Capital Budget unless Manager obtains the prior written consent of Corporation (it being agreed that a deviation in excess of the Materiality Threshold in total Capital Expenses is substantial), provided, however, that Manager shall be entitled to reallocate up to 10% of the Capital Budget to one or more line items in the Capital Budget so long as the remaining dollars in those line items from which such 10% is removed are sufficient to complete the work contemplated by those line items. Corporation acknowledges that certain of the expenses described in the Operating Plan and Budget (but not the Capital Budget) for any Operating Year will vary based on the occupancy of the Hotel. Accordingly, to the extent that the occupancy of the Hotel for any Operating Year exceeds or falls below the occupancy projected in the approved Operating Plan and Budget for such Operating Year, the approved Operating Plan and Budget shall be deemed to include corresponding increases or decreases in such Variable Expenses, as applicable, so long as with respect to increases in expenses, Manager reasonably believes and Corporation reasonably agrees that such increase will increase net operating income over that budgeted. The term "Variable Expenses" shall mean Operating Expenses covered by an Operating Plan and Budget that reasonably fluctuate as a direct result of business volumes, including food and beverage expenses, other merchandise expenses, operating supply expenses, and energy costs. Additionally, the approved Operating Plan and Budget and Capital Budget may be revised by Manager during the Operating Year without Corporation approval but with written notice to Corporation, as necessary to include: (i) unforeseen increases to budgeted expense categories which are beyond Manager's reasonable control, such as utility rates and charges, insurance premiums and changes in unaffiliated suppliers' prices; (ii) expenditures reasonably required on an emergency basis in order to protect life, health, safety, or property in cases of emergency or casualty; (iii) expenditures reasonably required to preserve and maintain the security and reliability of Manager's information technology systems in ...