Common use of Structure of this Agreement Clause in Contracts

Structure of this Agreement. Owner and Manager each acknowledge and agree that certain operating efficiencies and value will be achieved as a result of Owner’s engagement of Manager hereunder and the Other Owners’ engagement of the Other Managers pursuant to the applicable Affiliate Management Agreements to operate and manage the Managed Facilities and the Affiliate Managed Facilities that would not be possible to achieve if Owner and the Other Owners were to engage unrelated managers to operate each of the Managed Facilities and the Other Managed Facilities. The Parties hereto acknowledge and agree that Owner would not enter into this Agreement (and the Other Owners would not enter into the Affiliate Management Agreements) absent the understanding and agreement of the Parties that the entire management relationship, including (without limitation) the use of the Service Xxxx Rights and the use of the Total Rewards System, together with the other related intellectual property arrangements contemplated hereunder, form part of a single integrated transaction. Accordingly, it is the express intention of the Parties that each of the Transaction Agreement, the IP Assignment (as defined in the Transaction Agreement), this Agreement and the Affiliated Management Agreements form part of such single integrated transaction.

Structure of this Agreement. Owner and Manager each acknowledge and agree that certain operating efficiencies and value will be achieved as a result of Owner’s engagement of Manager hereunder and the Other Owners’ engagement of the Other Managers pursuant to the applicable Affiliate Management Agreements to operate and manage the Managed Facilities and the Affiliate Managed Facilities that would not be possible to achieve if Owner and the Other Owners were to engage unrelated managers to operate each of the Managed Facilities and the Other Managed Facilities. The Parties hereto acknowledge and agree that Owner would not enter into this Agreement (and the Other Owners would not enter into the Affiliate Management Agreements) absent the understanding and agreement of the Parties that the entire management relationship, including (without limitation) the use of the Service Xxxx Rights Rights, the Licensed Brand and the use of the Total Rewards System, together with the other related intellectual property arrangements contemplated hereunder, form part of a single integrated transaction. Accordingly, it is the express intention of the Parties that each of the Transaction Agreement, the IP Assignment (as defined in the Transaction Agreement), this Agreement and the Affiliated Management Agreements form part of such single integrated transaction.