Engagement of Manager. Commencing on the Effective Date, the Owner hereby appoints, retains and authorizes the Manager, and the Manager hereby accepts and agrees, to perform the Management Services and Operating Services (collectively, the “Services”) during the Term at all times in accordance with the terms and conditions set forth in this Agreement.
Engagement of Manager. (a) The Company hereby retains the Manager:
(i) to advise the Company as to the investment of its Assets, including recommending specific Permitted Investments, Permitted Collateral Investments and Hedge Contracts to the Company;
(ii) to administer the Company’s Assets maintained in the Facility Account, the Collateral Accounts, and the LOC Reimbursement Account and such other accounts as the Company may maintain from time to time (the “Accounts”), which are identified (to the extent established by the effective date hereof) by account number in Exhibit A, as the same may be amended from time to time, with such deposits thereto and withdrawals therefrom as are from time to time permitted under the Security Agreement;
(iii) for as long as the revocable power of attorney granted pursuant to Section 2.02 is in effect, to arrange the purchase and sale through registered broker-dealers of bonds, pass-through certificates, stocks, and other securities relating to the Accounts;
(iv) for as long as the revocable power of attorney granted pursuant to Section 2.02 is in effect, to arrange the purchase and sale and otherwise to effect transactions in Hedge Contracts relating to the Accounts;
(v) to advise the Company in the issuance of and to assist the Company in the preparation of (and, for so long as the revocable power of attorney granted pursuant to Section 2.02 is in effect, to execute and to deliver on behalf of the Company) Investment Orders and Disposition Orders, as may be required from time to time pursuant to the terms of Sections 2.04 and 2.05 of the Security Agreement;
(vi) to prepare reports and to perform valuation tests as specified in Section 2.06 of the Security Agreement;
(vii) to take such action as is necessary and proper on behalf of the Company for the preservation of Company Collateral pursuant to Section 2.07 of the Security Agreement;
(viii) to assist the Company in the preparation and filing of financing statements or amendments of financing statements, as may be required in connection with any change in the Company’s name or location as contemplated by Section 2.08 of the Security Agreement;
(ix) to advise the Company in the granting or effecting of and to assist the Company in the preparation of (and, for so long as the revocable power of attorney granted pursuant to Section 2.02 is in effect, to execute and to deliver on behalf of the Company) any consents, waivers, extensions, or modifications in respect of any item of Company Collater...
Engagement of Manager. The Company hereby engages the Manager to develop, manage and operate all business activities of the Company and to do and perform any and all things in the management of those business activities customarily performed by managers of similar businesses, subject to the terms and conditions imposed by this Agreement.
Engagement of Manager. GolfSuites 5 hereby engages Manager to supervise, direct and control the acquisition, development, management, operation and promotion of GolfSuites 5’s locations, which includes, but is not limited to, the exclusive authority to direct, supervise, manage and operate the golf-themed entertainment and hospitality business on a day-to-day basis.
Engagement of Manager. Owner hereby grants to Manager the sole and exclusive right to supervise and direct the management and operation of the Hotel for the account of Owner. Manager hereby accepts said grant and agrees that it will control, supervise and direct the management and operation of the Hotel, all subject to the terms and conditions of this Agreement, and that it will exercise commercially reasonable efforts in doing so with the objective of maximizing the profitability of Hotel operations and the value of the Hotel as an asset. Subject to such terms and conditions of this Agreement, the Yearly Budget and the Brand Standards, Manager shall have the right to determine operating policy, standards of operation, quality of service and any other matters affecting customer relations or management and operation of the Hotel. Owner and Manager will each cooperate with and assist the other in every reasonable and proper way to permit Manager to carry out its duties hereunder with respect to the Hotel.
Engagement of Manager. ERCHB1 hereby engages Manager to supervise the acquisition, development, management, leasing, operation and promotion of ERCHBl’s locations, as the board of directors of ERCHB1 (the "Board") may reasonably request from time to time. The services may include, but are not limited to, the authority to direct, supervise, manage, and operate the real estate acquisition, development, and leasing business on a day-to-day basis. For clarity, the final selection of any acquisition or sale of any real estate acquisition will be determined by the Board.
Engagement of Manager. On and subject to the terms and conditions of this Agreement, Tenant hereby engages Manager, and Manager hereby agrees to be engaged, as Tenant’s agent and exclusive manager to Operate the Managed Facility during the Term. The Parties acknowledge that the scope of Manager’s authority and duties to Operate the Managed Facility are limited to the authority and duties set forth in this Agreement. Tenant and Manager shall Operate the Managed Facility under one or more Brands; provided that (a) Tenant shall have the right, subject to the receipt of (i) any required approval from any Governmental Authority and (ii) Manager’s consent (such consent not to be unreasonably withheld, conditioned or delayed), to change the Brand under which the Managed Facility is operated to any other brand, with the costs of such rebranding borne by Tenant, (b) Tenant shall give Landlord prior notice of any such Brand change, (c) the Managed Facility shall continue to be operated under all other Managed Facilities IP (subject to any Brand change and subject to any other approvals or consents required by this Section 2.1.1), and (d) any such Brand change shall be Non-Discriminatory, and shall not result in a change in the overall quality and level of service at the Non-CPLV Managed Facilities and the Managed Facility, taken as a whole, below that required pursuant to Section 2.1.4. Manager shall reasonably assist Tenant, at Tenant’s expense, in connection with any such rebranding. If a Brand is replaced with another brand as permitted hereunder, the Parties shall reasonably cooperate to make such changes to this Agreement as are necessary to give effect to such new brand.
Engagement of Manager. Provider hereby engages Manager on an exclusive basis to provide management and administration services for the Practice as described in this Agreement on the terms and conditions described herein, and Manager accepts such engagement, subject to the terms and conditions of this Agreement.
Engagement of Manager. Subject to the terms of this Agreement, Owner hereby grants to Manager the sole and exclusive right to supervise and direct the management and operation of the Hotels for the Term as Owner’s agent coupled with an interest. Manager hereby accepts said grant and agrees that it will control, supervise and direct the management and operation of the Hotels, all subject to the terms, requirements and conditions of this Agreement, with commercially reasonable efforts in doing so, and in an efficient and economical manner consistent with standards prevailing in well managed hotels similar to the Hotels, including all activities in connection therewith which are customary and usual to such an operation (the foregoing standards constituting the “Operating Standards”). Without limiting the generality of the foregoing, and in addition to the other functions to be performed by Manager pursuant to this Agreement, Manager shall perform (or shall cause its Affiliates to perform), in connection with the Hotels in its capacity as “Manager” hereunder and in accordance with the applicable Brand Standards, the Operating Standards and the terms of this Agreement, each of the following functions, provided, however, except as otherwise set forth in this Agreement, the costs and expenses of performing the following functions shall be Operating Costs:
(a) Establish and revise, as necessary, administrative policies and procedures, including policies and procedures for the control of revenue and expenditures, for the purchasing of supplies and services, for the control of credit, and for the scheduling of maintenance, and verify that the foregoing procedures are operating in a sound manner.
(b) Manage expenditures to replenish Operating Supplies and Operating Equipment, make payments on accounts payable and collect accounts receivable.
(c) Arrange for and supervise public relations and advertising and prepare marketing plans.
(d) Procure all Operating Supplies and replacement Operating Equipment.
(e) Provide, or cause to be provided, risk management services relating to the types of insurance required to be obtained or provided by Manager under this Agreement.
(f) Reasonably cooperate (provided that except as herein expressly provided Manager shall not be obligated to enter into any amendments of this Agreement or, unless Owner agrees to reimburse Manager therefor, to incur any material expense including any internal expenses) in any attempt(s) to: (i) effectuate a sale or other tran...
Engagement of Manager. On and subject to the terms and conditions of this Agreement, Tenant hereby engages Manager, and Manager hereby agrees to be engaged, as Tenant’s agent and exclusive manager to Operate the Managed Facility during the Term. The Parties acknowledge that the scope of Manager’s authority and duties to Operate the Managed Facility are limited to the authority and duties set forth in this Agreement. Tenant and Manager shall not, without the prior written consent of Landlord, cease to operate or permit the Managed Facility to cease to be operated under the “Caesars Palace” Brand.