Common use of Preparation of Budgets Clause in Contracts

Preparation of Budgets. Annually and at least thirty (30) days prior to the commencement of each fiscal year of Practice, Manager shall prepare and deliver to the Policy Board for its approval an operational and capital budget for such fiscal year ("Annual Budget"), setting forth an estimate of the operating revenues and expenses associated with the provision of professional services by Practice (including, without limitation, all costs associated with the leased premises used by Practice, equipment, supplies, services, and personnel provided by Manager to Practice pursuant to this Agreement, and all compensation costs associated with Practice and Practice personnel) and sources and uses of capital expenditures. Such budget shall separately address Physician Expenses, Manager Expenses and Practice Surplus which shall be in line with historical expenses of Practice and which are reasonable and customary for Practice and shall include reasonable reserves for the repayment of principal on all borrowings of Practice. Any non-budgeted expenses shall be reviewed and approved by the Policy Board. Any such non-budgeted expense in excess of $5,000 per year undertaken by Practice without approval by the Policy Board, which for this purpose must include the approval of at least one member designated by Manager, shall be deducted from Practice Surplus (except for emergency circumstances). Manager shall use its best efforts to perform its duties and obligations under this Agreement such that the actual revenues, costs, and expenses associated with the provision of professional services during any applicable period of Practice's fiscal year shall be consistent with the Annual Budget. Manager shall prepare and submit to the Policy Board for its approval, and shall thereafter adopt, an Annual Budget for the current fiscal year as soon as practicable. In the event that the Policy Board does not approve any such Annual Budget, then the Annual Budget for the previous year shall be used until the Policy Board, using its best efforts, approves a new Annual Budget.

Preparation of Budgets. Annually and at least thirty (30a) Within sixty (60) days prior to after the commencement close of each fiscal year of PracticeFiscal Year (unless otherwise agreed by Manager and Owner), so long as this Agreement is in effect, Manager shall use its reasonable good faith efforts to prepare and deliver to Owner a proposed budget and business plan for the Policy Board development and operations of the Project for its the succeeding Fiscal Year, which budget and business plan shall contain at least one (1) line item providing for the deficit funding of FLCA and any other property owners association(s) organized in connection with the development of the Project, and at least one (1) line item providing for the deficit funding of FLCC, and shall otherwise be in such form and including such estimates and assumptions as the Manager shall reasonably select, which after approval an operational and capital or deemed approval by Owner as hereinafter provided, shall be deemed the approved budget for such fiscal year purposes of this Agreement (the "Annual Budget"). The format of the Budget shall be substantially similar to that used for other NTS subdivision developments owned and/or managed by Manager and/or its Affiliates, setting forth and shall set forth, in reasonable detail and on a monthly basis, an itemized statement of the estimated disbursements for such period, including but not limited to all normal operating costs, expenses relating to planned improvements, Reimbursements, Incentive Payments, real estate taxes, mortgage payments and debt service, insurance premiums, employee salaries and similar items, a schedule of necessary capital expenditures reasonably detailing each item and the estimated cost thereof (the "Capital Expense Schedule"), and the estimated income and revenues for such period (the "Revenue Schedule"). If Manager believes it is desirable to change the Revenue Schedule or the Capital Expense Schedule, Manager shall provide written notice to Owner of the changes sought. No annual Budget shall become effective until Owner has approved such Budget in writing, which approval shall not be unreasonably delayed, withheld or conditioned, and shall be given by Owner provided that the Budget is reasonably consistent with, or represents results better than those expected under, the projections for the completion of the Project prepared in connection with this Agreement by Owner and Manager, and attached hereto and made a part hereof as Exhibit E (the "Project Completion Projections"), which Project Completion Projections represents simply an estimate of possible financial return over the remaining life of the Project and do not in any event constitute a representation or guaranty of the returns of the Project. Owner shall within ten (10) days of its receipt of a Budget, either (i) approve the Budget as submitted, which approval shall not be unreasonably delayed, withheld or conditioned, and so notify Manager in writing, or (ii) deliver to Manager reasonable proposed modifications to be made to such Budget. If Owner fails to either approve a Budget or deliver the proposed modifications thereto within such ten (10) day period, Owner shall be deemed to have approved the Budget as submitted by Manager. Each Budget shall provide for a contingency fund which may be drawn against by the Manager without the need for further consent of Owner, for the payment of unforeseen expenses of the Project which may arise in the course of the completion of the Project. Manager may, from time to time, compile and submit to Owner a revised Budget ("Revised Budget") for the remaining portion of the then applicable year, which Revised Budget shall be treated in all instances as a Budget submitted in accordance with this Section, subject to approval and/or modification in the same manner and within the same period, and shall be deemed to be approved by Owner should Owner fail to respond to the submission of such Revised Budget within such period, as any Budget so submitted to Owner. (b) Manager agrees to use due diligence and to employ its reasonable good faith efforts to ensure that the actual costs of maintaining and operating revenues the Project shall not exceed the amount provided therefor in the applicable Budget (either total or in any line-item) except as expressly set forth below, subject to force majeure, Acts of God and expenses associated other matters beyond the control of Manager (collectively, "Force Majeure"). Except with respect to expenditures for emergency services or utilities and for Force Majeure, Manager shall not incur any expense which would be outside of the scope of the approved Budget, without the prior written consent of Owner, which consent shall not be unreasonably delayed, withheld or conditioned, and Manager shall promptly notify Owner of any projected material variance. Until such time as a new Budget has been approved, the parties shall continue to operate under the last approved Budget, provided that (i) the line items of which pertain to operating costs shall be deemed increased at the rate of ten percent (10%) per Fiscal Year, and development costs may be incurred in such new Fiscal Year based upon an increase of ten percent (10%) in the average per lot development cost under the last approved Budget (provided, that the Manager shall not permit lot inventory development to exceed the limitations imposed upon Owner and/or the Project from time to time by its lender(s)), and (ii) which Budget, as so increased in accordance with the provision of professional services by Practice foregoing subpart (includingi), without limitationwill be deemed to be an approved Budget, all costs associated with the leased premises used by Practice, equipment, supplies, services, and personnel provided by Manager to Practice pursuant to this Agreement, and all compensation costs associated with Practice and Practice personnel) and sources and uses of capital expenditures. Such budget shall separately address Physician Expenses, Manager Expenses and Practice Surplus which shall be in line with historical expenses of Practice and which are reasonable and customary for Practice and shall include reasonable reserves for the repayment of principal on all borrowings of Practice. Any non-budgeted expenses shall be reviewed and until such time as a new Budget is approved by the Policy BoardManager and Owner. Any such non-budgeted expense in excess of $5,000 per year undertaken by Practice without approval Each Budget shall provide for a contingency fund which may be drawn against by the Policy BoardManager without the need for further consent of Owner, for the payment of unforeseen expenses of the Project which for this purpose must include may arise in the approval course of at least one member designated by Manager, shall be deducted from Practice Surplus (except for emergency circumstances)business. Manager shall use its best efforts not transfer any amounts from one expense item to perform its duties and obligations under this Agreement such that the actual revenuesanother (other than from any contingency item to a specific line item) without Owner's prior written consent, costswhich consent shall not be unreasonably delayed, and expenses associated with the provision of professional services during any applicable period of Practice's fiscal year shall be consistent with the Annual Budget. Manager shall prepare and submit to the Policy Board for its approval, and shall thereafter adopt, an Annual Budget for the current fiscal year as soon as practicable. In the event that the Policy Board does not approve any such Annual Budget, then the Annual Budget for the previous year shall be used until the Policy Board, using its best efforts, approves a new Annual Budgetwithheld or conditioned.

Preparation of Budgets. Annually and at least thirty (30) days prior to the commencement of each fiscal year of Practice, Manager shall prepare and deliver to the Policy Board for its review, modification and approval an operational and capital budget for such fiscal year ("Annual Budget"), setting forth an estimate of the operating revenues and expenses associated with the provision of professional services by Practice (including, without limitation, all costs associated with the leased premises used by Practice, equipment, supplies, services, and personnel provided by Manager to Practice pursuant to this Agreement, and all compensation costs associated with Practice and Practice personnel) and sources and uses of capital expenditures. Such budget shall separately address Physician Expenses, Manager Expenses, Practice Surplus, and Capital Expenditures. Manager Expenses and Practice Surplus which shall be in line with historical expenses of Practice and which are shall be reasonable and customary for Practice and shall include reasonable reserves for the repayment of principal on all borrowings of Practice. Any non-budgeted expenses shall be reviewed and approved by the Policy Board. Any such non-budgeted expense in excess of $5,000 per year undertaken by Practice without approval by the Policy Board, which Board (except for this purpose must include the approval of at least one member designated by Manager, emergency circumstances necessary to permit Practice to function to fulfill its patient responsibilities) shall be deducted from Practice Surplus (except for emergency circumstances)Surplus. Manager shall use its best efforts to perform its duties and obligations under this Agreement such that the actual revenues, costs, and expenses associated with the provision of professional services during any applicable period of Practice's fiscal year shall be consistent with and within the limits established by the Annual Budget. Manager shall prepare and submit to the Policy Board for its review, modification and approval, and the Policy Board shall thereafter adopt, an Annual Budget for the current fiscal year as soon as practicable. Manager shall specify the targeted profit margin for Practice which shall be reflected in the Annual Budget. In the event that the Policy Board does not approve any such Annual Budget, then the Annual Budget for the previous year shall be used until the Policy Board, using its best efforts, approves a new Annual Budget.

Preparation of Budgets. Annually and at least thirty (30) days prior to the commencement of each fiscal year of Practice, Manager shall prepare and deliver to the Policy Board Executive Committee and Practice for its their approval an operational and capital budget for such fiscal year ("Annual Budget"), setting forth an estimate of the operating revenues and expenses associated with the provision of professional services by Practice (including, without limitation, all costs associated with the leased premises used by Practice, equipment, supplies, and services, and personnel provided used by Manager to Practice pursuant to this Agreement, and all compensation costs associated with Practice and Practice personnel) and sources and uses of capital expenditures. Such budget Annual Budget shall separately address Physician Expenses, Expenses and Manager Expenses which are in support of Practice and Practice Surplus which shall be in line with historical expenses of Practice and which are reasonable and customary for Practice and shall include reasonable reserves for the repayment of principal on all borrowings of Practice. Any non-budgeted expenses shall must be reviewed and approved by the Policy BoardExecutive Committee. Any such non-budgeted expense in excess of $5,000 per year undertaken by Practice without approval by the Policy Board, Executive Committee (which for this purpose must include these purposes shall require the approval of at least one Executive Committee member designated by Manager) shall, except for emergency circumstances, be excluded from the calculation of Physician Expenses. Any expenses which are personal in nature that are incurred by any Physician Shareholder shall be deducted from Practice Surplus his compensation unless approved by the Executive Committee (except which for emergency circumstances)these purposes shall require the approval of at least one Executive Committee member designated by Manager) and shall not be a Physician Expense. Manager shall use its best efforts to perform its duties and obligations under this Agreement such that the actual revenues, costs, and expenses associated with the provision of professional services during any applicable period of Practice's fiscal year shall be consistent with the Annual Budget. Manager shall prepare and submit to the Policy Board Executive Committee and Practice for its their approval, and shall thereafter adopt, an Annual Budget for the current fiscal year as soon as practicable. Manager shall specify the targeted profit margin for Practice which shall be reflected in the Annual Budget. In the event that the Policy Board Executive Committee or Practice does not approve any such Annual Budget, then the Annual Budget for the previous year shall be used until the Policy BoardExecutive Committee and Practice, using its their best efforts, approves approve a new Annual Budget.

Preparation of Budgets. Annually and at least thirty (30a) Within sixty (60) days prior to after the commencement close of each fiscal year of PracticeFiscal Year (unless otherwise agreed by Manager and Owner), so long as this Agreement is in effect, Manager shall use its reasonable good faith efforts to prepare and deliver to Owner a proposed budget and business plan for the Policy Board development and operations of the Project for its the succeeding Fiscal Year, which budget and business plan shall contain at least one (1) line item providing for the deficit funding of LFCA and any other property owners association(s) organized in connection with the development of the Project, and at least one (1) line item providing for the deficit funding of LFCC, and shall otherwise be in such form and including such estimates and assumptions as the Manager shall reasonably select, which after approval an operational and capital or deemed approval by Owner as hereinafter provided, shall be deemed the approved budget for such fiscal year purposes of this Agreement (the "Annual Budget"). The format of the Budget shall be substantially similar to that used for other NTS subdivision developments owned and/or managed by Manager and/or its Affiliates, setting forth and shall set forth, in reasonable detail and on a monthly basis, an itemized statement of the estimated disbursements for such period, including but not limited to all normal operating costs, expenses relating to planned improvements, Reimbursements, Incentive Payments, real estate taxes, mortgage payments and debt service, insurance premiums, employee salaries and similar items, a schedule of necessary capital expenditures reasonably detailing each item and the estimated cost thereof (the "Capital Expense Schedule"), and the estimated income and revenues for such period (the "Revenue Schedule"). If Manager believes it is desirable to change the Revenue Schedule or the Capital Expense Schedule, Manager shall provide written notice to Owner of the changes sought. No annual Budget shall become effective until Owner has approved such Budget in writing, which approval shall not be unreasonably delayed, withheld or conditioned, and shall be given by Owner provided that the Budget is reasonably consistent with, or represents results better than those expected under, the projections for the completion of the Project prepared in connection with this Agreement by Owner and Manager, and attached hereto and made a part hereof as Exhibit F (the "Project Completion Projections"), which Project Completion Projections represents simply an estimate of possible financial return over the remaining life of the Project and do not in any event constitute a representation or guaranty of the returns of the Project. Owner shall within ten (10) days of its receipt of a Budget, either (i) approve the Budget as submitted, which approval shall not be unreasonably delayed, withheld or conditioned, and so notify Manager in writing, or (ii) deliver to Manager reasonable proposed modifications to be made to such Budget. If Owner fails to either approve a Budget or deliver the proposed modifications thereto within such ten (10) day period, Owner shall be deemed to have approved the Budget as submitted by Manager. Each Budget shall provide for a contingency fund which may be drawn against by the Manager without the need for further consent of Owner, for the payment of unforeseen expenses of the Project which may arise in the course of the completion of the Project. Manager may, from time to time, compile and submit to Owner a revised Budget ("Revised Budget") for the remaining portion of the then applicable year, which Revised Budget shall be treated in all instances as a Budget submitted in accordance with this Section, subject to approval and/or modification in the same manner and within the same period, and shall be deemed to be approved by Owner should Owner fail to respond to the submission of such Revised Budget within such period, as any Budget so submitted to Owner. (b) Manager agrees to use due diligence and to employ its reasonable good faith efforts to ensure that the actual costs of maintaining and operating revenues the Project shall not exceed the amount provided therefor in the applicable Budget (either total or in any line-item) except as expressly set forth below, subject to force majeure, Acts of God and expenses associated other matters beyond the control of Manager (collectively, "Force Majeure"). Except with respect to expenditures for emergency services or utilities and for Force Majeure, Manager shall not incur any expense which would be outside of the scope of the approved Budget, without the prior written consent of Owner, which consent shall not be unreasonably delayed, withheld or conditioned, and Manager shall promptly notify Owner of any projected material variance. Until such time as a new Budget has been approved, the parties shall continue to operate under the last approved Budget, provided that (i) the line items of which pertain to operating costs shall be deemed increased at the rate of ten percent (10%) per Fiscal Year, and development costs may be incurred in such new Fiscal Year based upon an increase of ten percent (10%) in the average per lot development cost under the last approved Budget (provided, that the Manager shall not permit lot inventory development to exceed the limitations imposed upon Owner and/or the Project from time to time by its lender(s)), and (ii) which Budget, as so increased in accordance with the provision of professional services by Practice foregoing subpart (includingi), without limitationwill be deemed to be an approved Budget, all costs associated with the leased premises used by Practice, equipment, supplies, services, and personnel provided by Manager to Practice pursuant to this Agreement, and all compensation costs associated with Practice and Practice personnel) and sources and uses of capital expenditures. Such budget shall separately address Physician Expenses, Manager Expenses and Practice Surplus which shall be in line with historical expenses of Practice and which are reasonable and customary for Practice and shall include reasonable reserves for the repayment of principal on all borrowings of Practice. Any non-budgeted expenses shall be reviewed and until such time as a new Budget is approved by the Policy BoardManager and Owner. Any such non-budgeted expense in excess of $5,000 per year undertaken by Practice without approval Each Budget shall provide for a contingency fund which may be drawn against by the Policy BoardManager without the need for further consent of Owner, which for this purpose must include the approval of at least one member designated by Manager, shall be deducted from Practice Surplus (except for emergency circumstances). Manager shall use its best efforts to perform its duties and obligations under this Agreement such that the actual revenues, costs, and expenses associated with the provision of professional services during any applicable period of Practice's fiscal year shall be consistent with the Annual Budget. Manager shall prepare and submit to the Policy Board for its approval, and shall thereafter adopt, an Annual Budget for the current fiscal year as soon as practicable. In payment of unforeseen expenses of the event that Project which may arise in the Policy Board does not approve any such Annual Budget, then the Annual Budget for the previous year shall be used until the Policy Board, using its best efforts, approves a new Annual Budget.course of