Common use of Standard of Operation Clause in Contracts

Standard of Operation. Throughout the Term of this Lease, Tenant shall continuously operate (except during a Force Majeure Event) the Business and the Leased Property in full compliance with the terms hereof in a manner consistent with the level of operation maintained as of the Effective Date, as may be improved from time to time, including, without limitation, the following: (a) to operate the Leased Property and the Business in a prudent manner and in compliance with Applicable Laws, Accessibility Laws, Legal Requirements and regulations relating thereto, and maintain all Permits and any other agreements necessary for the use and operation of the Business; (b) to maintain sufficient P&E and Inventory of types and quantities for the Business to enable Tenant adequately to operate the Business; (c) to keep all Leased Improvements and P&E located on the Land or used or useful in connection with the Business in good repair, working order and condition, reasonable wear and tear excepted, and from time to time make all needed and proper repairs, renewals, replacements, additions and improvements thereto to keep the same in good operating condition; (d) to maintain sufficient working capital to operate the Leased Property as herein required (working capital shall mean assets which are reasonably necessary and used for the day to day operation of the Leased Property, including, without limitation, (i) amounts sufficient for the maintenance of change and xxxxx cash funds, amounts deposited in operating bank accounts, receivables, prepaid expenses, and (ii) funds required to (A) maintain Inventory, (B) pay all Operating Expenses as they become due, less accounts payable and accrued current liabilities, and (C) maintain the Leased Property in good repair, working order and condition); (e) to keep, maintain, operate, and use the Leased Property and Business in compliance with the terms hereof, and at the level of operation conducted at the Facility as of the Effective Date; (f) to recruit, train and employ appropriate personnel, and, if applicable, retain management services from an Affiliate or other qualified operator or service provider, approved by Landlord, for same; provided that to the extent an Affiliate is engaged to provide services upon the Leased Property, such Affiliate shall be compensated at the prevailing market rates for the area in which the Facility is located; and further provided that Tenant shall not enter into any agreement with an Affiliate or otherwise which purports to obligate Landlord or which survives the expiration or earlier termination of this Lease without the prior written approval of Landlord. The Agreements with the Affiliates referenced in Exhibit I attached hereto and made a part hereof are deemed approved by Landlord; and (g) to provide prompt written notice to Landlord of material or extraordinary developments, lawsuits, violation of any Legal Requirements and fines relating to the use and operation of the Leased Property or the Business.

Standard of Operation. Throughout the Term of this LeaseAgreement, Tenant shall continuously operate (except during a Force Majeure Event) the Business and the Leased Property in full compliance with the terms hereof in a manner consistent with the level of operation maintained as of the Effective Datea national, as may be improved from time to timefirst class assisted living and dementia care facility, including, including without limitation, the following: (a) to maintain the standard of care for the residents/patients of the Facility at all times at a level necessary to ensure quality care for the residents/patients of the Facility in accordance with customary and prudent industry standards; (b) to operate the Leased Property and the Business Facility in a prudent manner and in compliance with Applicable Laws, Accessibility Laws, Legal Requirements applicable laws and regulations relating theretothereto and cause all Permits, and maintain all Permits Reimbursement Contracts and any other agreements necessary for the use and operation of the BusinessFacility or as may be necessary for participation in applicable reimbursement programs; (bc) to maintain sufficient P&E and Inventory Inventories, and Tenant Personal Property, of types and quantities for at the Business Facility to enable Tenant adequately to operate perform operations of the Business;Facility; and (cd) to keep all Leased Improvements and P&E located on the Land or used or useful in connection with the Business Facility in good repair, working order and condition, reasonable wear and tear excepted, and from time to time make all needed and proper repairs, renewals, replacements, additions and improvements thereto to keep the same in good operating condition;. (de) to maintain sufficient working capital to operate the Leased Property Premises as herein required a first class facility (working capital shall mean assets which are reasonably necessary and used for the day to day operation of the Leased PropertyPremises, including, without limitation, (i) amounts sufficient for the maintenance of change and xxxxx petty cash funds, amounts deposited deposixxx in operating bank accounts, receivables, prepaid expenses, and (ii) funds required to (A) maintain Inventory, (B) Inventories and pay all Operating Expenses operating expenses as they become due, less accounts payable and accrued current liabilities, and (C) maintain the Leased Property in good repair, working order and condition); (e) to keep, maintain, operate, and use the Leased Property and Business in compliance with the terms hereof, and at the level of operation conducted at the Facility as of the Effective Date;. (f) to recruitoperate and use the Leased Premises to a standard consistent with national chain first class assisted living and dementia care facilities at least equal to or better in quality than assisted living and dementia care facilities operated by Guarantor and its Affiliated Persons at the Commencement Date, and to operate the Facility only under the Guarantor's name, trademarks, logos and service marks, with all required licenses and permits for such operation, if any. (g) To follow and conform to all of the same operating, employment, marketing, insurance, risk management and management standards and practices employed at first class assisted living and dementia care facilities operated by Guarantor and its Affiliated Persons. (h) Recruit, train and employ appropriate personnel, and, if applicable, or retain management services from an Affiliate Guarantor or other qualified operator or service provider, service-provider approved by Landlord, Landlord for same; provided that to the extent an Affiliate is engaged to provide services upon the Leased Property, such Affiliate shall be compensated at the prevailing market rates for the area in which the Facility is located; and further provided that Tenant shall not enter into any agreement with an Affiliate or otherwise which purports to obligate Landlord or which survives the expiration or earlier termination of this Lease without the prior written approval of Landlord. The Agreements with the Affiliates referenced in Exhibit I attached hereto and made a part hereof are deemed approved by Landlord; and. (gi) to provide Provide prompt written notice to Guarantor and to Landlord of material or extraordinary developments, lawsuits, violation of any Legal Requirements and fines relating to the use and operation of the Facility. Throughout the term of the Lease, Tenant shall continuously operate the Leased Property as a national, first-class assisted living and dementia care facility in the manner set forth above, and to a standard consistent with national chain, first-class assisted living and dementia care facilities at least equal to or better in quality than assisted living and dementia care facilities operated currently by Guarantor under Guarantor's name, trademarks, logos and service marks. Tenant shall endeavor and use its best efforts to maximize Total Facility Revenue for the BusinessLeased Property. Tenant shall further provide, or cause to be provided, all group services, facilities and benefits generally available to a national chain, first-class assisted living and dementia care facilities of a similar type operated elsewhere by Guarantor or any successor to Guarantor (or by other national operators of first class assisted living and dementia care facilities, such as those operated by Marriott Senior Living Services).

Standard of Operation. Throughout the Term of this Lease, Tenant shall continuously operate the Leased Property and the Business (except during the continuation of a Force Majeure Event) the Business and the Leased Property in full compliance with the terms hereof in a manner consistent with the level of operation maintained as of the Effective Date, as may be improved from time to timeComparable Golf Course Facilities, including, without limitation, the following: (a) to operate the Leased Property and the Business in a prudent manner and in compliance with Applicable Laws, Accessibility Laws, Legal Requirements and regulations relating thereto, thereto and procure and maintain all Permits and any other agreements necessary for the use and operation of the Business; (b) to maintain sufficient P&E P&E, Inventory and Inventory Tenant Personal Property, of types and quantities for the Business to enable Tenant adequately to operate the BusinessBusiness and, upon expiration or earlier termination of this Lease or upon an Event of Default, Tenant shall return, transfer and convey by xxxx of sale or other appropriate document all Inventory to Landlord; (c) to keep all Leased Improvements and P&E located on the Land or used or useful in connection with the Business in good repair, working order and condition, reasonable wear and tear excepted, and from time to time make all needed and proper repairs, renewals, replacements, additions and improvements thereto to keep the same in good operating condition; (d) to maintain sufficient working capital Working Capital to operate the Leased Property as herein required (working capital shall mean assets which are reasonably necessary and used for the day to day operation of the Leased Property, including, without limitation, (i) amounts sufficient for the maintenance of change and xxxxx cash funds, amounts deposited in operating bank accounts, receivables, prepaid expenses, and (ii) funds required to (A) maintain Inventory, (B) pay all Operating Expenses as they become due, less accounts payable and accrued current liabilities, and (C) maintain the Leased Property in good repair, working order and condition)required; (e) to keep, maintain, operate, operate and use the Leased Property to a standard consistent with Comparable Golf Course Facilities and to operate the Business in compliance with the terms hereofall required Permits for such operation, and at the level of operation conducted at the Facility as of the Effective Dateif any; (f) to follow and conform to substantially similar insurance, risk management and management standards and practices employed at Comparable Golf Course Facilities; (g) to recruit, train and employ appropriate personnel, and, if applicable, or retain management services from an Affiliate or other qualified operator or service provider, approved by Landlord, for same; provided that to the extent an Affiliate is engaged to provide services upon the Leased Property, (i) any such Affiliate shall be compensated at the prevailing market rates for the area previously approved by Landlord in which the Facility is located; its reasonable discretion, (ii) any such other qualified operator or service provider shall be previously approved by Landlord in its sole and further provided that absolute discretion, and (iii) Tenant shall not enter into any agreement with an Affiliate or otherwise which purports to obligate Landlord or which survives the expiration or earlier termination of this Lease without the prior written approval of Landlord. The Agreements with the Affiliates referenced in Exhibit I attached hereto and made a part hereof are deemed approved by Landlord; and (gh) to provide prompt written notice to Landlord of material or extraordinary developments, lawsuits, violation of any Legal Requirements and fines relating to the use and operation of the Leased Property or the Business. Throughout the term of this Lease, Tenant shall continuously operate the Leased Property as herein required in the manner set forth above. Tenant shall endeavor and use its best efforts to maximize Total Facility Revenues for the Leased Property, the value of the Business and the long-term value of the Leased Property. Tenant shall further provide, or cause to be provided, substantially similar services, facilities and benefits generally available at Comparable Golf Course Facilities.

Standard of Operation. Throughout Except as otherwise expressly authorized by this Agreement or caused by a Force Majeure Event, throughout the Term of this LeaseAgreement, Tenant shall continuously operate (except during a Force Majeure Event) operate, or cause the Business and Manager to continuously operate, the Leased Property in full compliance with the terms hereof and of the Management Agreement (for so long as the same is in a effect) in the manner as required pursuant to the Management Agreement and as consistent with the level of operation maintained as of the Effective Dateindustry standards for a similar senior living facility that includes assisted living, as may be improved from time to timeindependent living and skilled nursing and related amenities in like locales, including, including without limitation, the following: (a) to operate the Leased Property and the Business Facility in a prudent manner and in compliance with Applicable Laws, Accessibility Laws, Legal Requirements Laws and regulations relating thereto, and maintain all Permits and any other agreements necessary for the use and operation of the Business; (b) to maintain sufficient P&E and Inventory Inventories, and, to the extent provided in this Lease, Tenant’s Personal Property, of types and quantities for at the Business Facility to enable Tenant adequately to operate perform operations of the BusinessFacility; (c) subject to the availability of funds in the Reserve therefor, to keep all Leased Improvements and P&E located on the Land or used or useful in connection with the Business Facility in good repair, working order and condition, reasonable wear and tear excepted, and from time to time make all needed and proper repairs, renewals, replacements, additions and improvements thereto to keep the same in good operating condition; (d) to maintain sufficient working capital Working Capital (at Tenant’s sole cost and expense) to operate the Leased Property as herein required (working capital shall mean assets which are reasonably necessary in a manner consistent with similarly situated assisted living, independent living and used for skilled nursing facilities located in the day to day operation of the Leased Property, including, without limitation, (i) amounts sufficient for the maintenance of change and xxxxx cash funds, amounts deposited in operating bank accounts, receivables, prepaid expenses, and (ii) funds required to (A) maintain Inventory, (B) pay all Operating Expenses as they become due, less accounts payable and accrued current liabilities, and (C) maintain the Leased Property in good repair, working order and condition)State; (e) to keep, maintain, operate, operate and use the Leased Property to a standard consistent with industry standards for a similar senior living facility that includes assisted living, independent living and Business in compliance with the terms hereof, skilled nursing and at the level of operation conducted at related amenities and to operate the Facility as of only under the Effective Datename “ST. ANDREW’S VILLAGE”, and/or the Manager’s name, trademarks, logos and service marks, with all required licenses and permits for such operation, if any; (f) To follow and conform to recruitall of the same operating, employment, marketing, insurance, risk management and management standards and practices employed at other first class senior living facilities that include assisted living, independent living and skilled nursing facilities, if any, operated by Manager and its Affiliated Persons; (g) Recruit, train and employ appropriate personnel, and, if applicable, or retain management services from an Affiliate or other qualified operator or service provider, service-provider reasonably approved by Landlord, Landlord for same; provided that to the extent an Affiliate is engaged to provide services upon the Leased Property, such Affiliate shall be compensated at the prevailing market rates for the area in which the Facility is located; and further provided that Tenant shall not enter into any agreement with an Affiliate or otherwise which purports to obligate Landlord or which survives the expiration or earlier termination of this Lease without the prior written approval of Landlord. The Agreements with the Affiliates referenced in Exhibit I attached hereto and made a part hereof are deemed approved by Landlord; and (gh) to provide Provide prompt written notice to Landlord of material or extraordinary developments, lawsuits, violation of any Legal Requirements and fines relating to the use and operation of the Facility. Subject to the provisions of Articles 10 and 11 below, and to any Force Majeure Event (as long as Tenant is making a good faith effort to perform its obligations under this Lease), throughout the term of the Lease, Tenant shall continuously operate, or cause the Manager to continuously operate, the Leased Property in accordance with industry standards for similar facilities and related amenities in like locales and otherwise in the manner set forth above. Tenant shall make a diligent and commercially reasonable effort to maximize Total Facility Revenue for the Leased Property. Tenant shall further provide, or cause to be provided, all group services, facilities and benefits at a level consistent with similarly situated assisted living, independent living and skilled nursing facilities located in the BusinessState.

Standard of Operation. Throughout the Term of this Lease, Tenant shall continuously operate (except during a Force Majeure Event) the Business and the Leased Property in full compliance with the terms hereof in a manner consistent with the level of operation maintained as of the Effective Date, as may be improved from time to time, including, without limitation, the following: (a) to operate the Leased Property and the Business in a prudent manner and in material compliance with Applicable Laws, Accessibility Laws, Legal Requirements and regulations relating thereto, and maintain all Permits and any other agreements necessary for the use and operation of the Business;; Batesville Healthcare Center Batesville, Arkansas (b) to maintain sufficient P&E and Inventory of types and quantities for the Business to enable Tenant adequately to operate the Business; (c) to keep all Leased Improvements Improvements, OTA Assets and P&E located on the Land or used or useful in connection with the Business in good repair, working order and condition, reasonable wear and tear excepted, and from time to time make all needed and proper repairs, renewals, replacements, additions and improvements thereto to keep the same in good operating condition, reasonable wear and tear excepted; (d) to maintain sufficient working capital to operate the Leased Property as herein required (working capital shall mean assets which are reasonably necessary and used for the day to day operation of the Leased Property, including, without limitation, (i) amounts sufficient for the maintenance of change and xxxxx cash funds, amounts deposited in operating bank accounts, receivables, prepaid expenses, and (ii) funds required to (A) maintain Inventory, (B) pay all Operating Expenses as they become due, less accounts payable and accrued current liabilities, and (C) maintain the Leased Property in good repair, working order and condition, reasonable wear and tear excepted); (e) to keep, maintain, operate, and use the Leased Property Property, Business and Business OTA Assets in compliance with the terms hereof, and at the level of operation conducted at the Facility as of the Effective Date; (f) to recruit, train and employ appropriate personnel, and, if applicable, retain management and/or consulting services from an Affiliate or other qualified operator or service provider, approved by Landlord, for same; provided that to the extent an Affiliate is engaged to provide services upon the Leased Property, such Affiliate shall be compensated at the prevailing market rates for the area in which the Facility is located; and further provided that Tenant shall not enter into any agreement with an Affiliate or otherwise which purports to obligate Landlord or which survives the expiration or earlier termination of this Lease without the prior written approval of Landlord. The Agreements with the Affiliates referenced in Exhibit I attached hereto and made a part hereof are deemed approved by Landlord; and (g) to provide prompt written notice to Landlord of material or extraordinary developments, lawsuits, violation of any Legal Requirements and fines relating to the use and operation of the Leased Property or the Business.

Standard of Operation. Throughout the Term of this Lease, Tenant shall continuously operate (except during the continuation of a Force Majeure Event) the Business and the Leased Property solely for the Permitted Use and in full compliance with the terms hereof in a manner consistent with Theme Park Systems Standards and at the level of operation maintained as of the Effective Dateother Comparable Theme Parks, as may be improved from time to time, including, including without limitation, the following: (a) to operate the Leased Property and the Business in a prudent manner and in compliance with Applicable Laws, Accessibility Laws, Legal Requirements and regulations relating thereto, thereto consistent with other Comparable Theme Parks and maintain all Permits and any other agreements necessary for the use and operation of the Business; (b) to maintain sufficient P&E and Inventory of types and quantities for at the Business to enable Tenant adequately to operate the BusinessBusiness (upon the expiration of this Lease or upon an Event of Default, Tenant shall return, transfer and convey all of Tenant’s right, title and interest, if any, in and to all Inventory to Landlord by xxxx of sale or other appropriate document); (c) to keep all Leased Improvements and P&E located on the Land or used or useful in connection with the Business in good repair, working order and condition, reasonable wear and tear excepted, and from time to time make all needed and proper repairs, renewals, replacements, additions and improvements thereto to keep the same in good operating condition; (d) to maintain sufficient working capital to operate the Leased Property as herein required (working capital shall mean assets which are reasonably necessary and used for the day to day operation of the Leased Property, including, without limitation, (i) amounts sufficient for the maintenance of change and xxxxx cash funds, amounts deposited in operating bank accounts, receivables, prepaid expenses, and (ii) funds required to (A) maintain Inventory, (B) pay all Operating Expenses operating expenses as they become due, less accounts payable and accrued current liabilities), and (C) maintain the Leased Property in good repair, working order and condition); (e) to keep, maintain, operate, operate and use the Leased Property and Business in full compliance with the terms hereof, in a manner consistent with the Theme Park Systems Standards, and at the level of operation conducted at of other Comparable Theme Parks, and to operate the Facility as of the Effective DateBusiness with all required licenses and permits for such operation, if any; (f) to follow and materially conform to all of the same operating, employment, marketing, insurance, risk management and management standards and practices (including, without limitation, with respect to days and hours of operation) as provided for under the Theme Park Systems Standards and as employed at other Comparable Theme Parks; (g) recruit, train and employ appropriate personnel, and, if applicable, retain management services from an Affiliate Affiliated Person or other qualified operator or service provider, reasonably approved by Landlord, for same; provided that to the extent an Affiliate is engaged to provide services upon the Leased Property, such Affiliate shall be compensated at the prevailing market rates for the area in which the Facility is located; and further provided that Tenant shall not enter into any agreement with an Affiliate Affiliated Person or otherwise which purports to obligate the Landlord or which survives the expiration or earlier termination of this Lease without the prior written approval of Landlord. The Agreements with the Affiliates Affiliated Persons referenced in Exhibit I E attached hereto and made a part hereof by this reference incorporated herein are deemed approved by Landlord; and; (gh) to provide prompt written notice to Landlord of material or extraordinary developments, lawsuits, violation of any Legal Requirements and fines relating to the use and operation of the Leased Property or the Business; and (i) to operate the Leased Property and Business in a reasonably prudent manner. Tenant shall further provide, or cause to be provided, all general services, facilities and benefits generally available to other Comparable Theme Parks.

Standard of Operation. Throughout the Term of this Lease, Tenant shall continuously operate the Leased Property (except during the continuance of a Force Majeure Event) the Business and the Leased Property in full compliance with the terms hereof in a manner consistent with the level of operation maintained as of the Effective Date, as may be improved from time to timeComparable Golf Course Facilities, including, without limitation, the following: (a) to operate the Leased Property and the Business in a prudent manner and in compliance with Applicable Laws, Accessibility Laws, Legal Requirements and regulations relating thereto, thereto and maintain cause all Permits and any other agreements necessary for the use and operation of the Business; (b) to maintain sufficient P&E and Inventory Inventories, and Tenant Personal Property, of types and quantities for at the Business to enable Tenant adequately to operate the BusinessBusiness and, upon expiration or earlier termination of this Lease or upon an Event of Default, Tenant shall return, transfer and convey by xxxx of sale or other appropriate document all Inventories to Landlord; (c) to keep all Leased Improvements and P&E located on the Land or used or useful in connection with the Business in good repair, working order and condition, reasonable wear and tear excepted, and from time to time make all needed and proper repairs, renewals, replacements, additions and improvements thereto to keep the same in good operating condition; (d) to maintain sufficient working capital Working Capital to operate the Leased Property as herein required (working capital shall mean assets which are reasonably necessary and used for the day to day operation of the Leased Property, including, without limitation, (i) amounts sufficient for the maintenance of change and xxxxx cash funds, amounts deposited in operating bank accounts, receivables, prepaid expenses, and (ii) funds required to (A) maintain Inventory, (B) pay all Operating Expenses as they become due, less accounts payable and accrued current liabilities, and (C) maintain the Leased Property in good repair, working order and condition)a Golf Course Facility; (e) to keep, maintain, operate, operate and use the Leased Property to a standard consistent with Comparable Golf Course Facilities and to operate the Business in compliance with the terms hereofall required Permits for such operation, and at the level of operation conducted at the Facility as of the Effective Dateif any; (f) to follow and conform to all of the same insurance, risk management and management standards and practices employed at Comparable Golf Course Facilities; (g) recruit, train and employ appropriate personnel, and, if applicable, or retain management services from an Affiliate Affiliated Person or other qualified operator or service provider, provided (i) in all cases such Affiliated Person or other qualified operator or service provider shall be approved by Landlord, Landlord for same; provided that to the extent an Affiliate is engaged to provide services upon the Leased Property, such Affiliate shall be compensated at the prevailing market rates for the area in which the Facility is located; and further provided that (ii) Tenant shall not enter into any agreement with an Affiliate Affiliated Person or otherwise which purports to obligate the Landlord or which survives the expiration or earlier termination of this Lease without the prior written approval of Landlord. The Agreements agreements with the Affiliates Affiliated Persons referenced in on Exhibit I attached hereto and made a part hereof incorporated herein by this reference are deemed approved by Landlord; and (gh) to provide prompt written notice to Landlord of material or extraordinary developments, lawsuits, violation of any Legal Requirements and fines relating to the use and operation of the Leased Property or the Business. Throughout the term of this Lease, Tenant shall continuously operate the Leased Property as a Golf Course Facility in the manner set forth above. Tenant shall endeavor and use its best efforts to maximize Total Facility Revenues for the Leased Property, the value of the Business and the long-term value of the Leased Property. Tenant shall further provide, or cause to be provided, all services, facilities and benefits generally available to Comparable Golf Course Facilities.