Manager Affiliate Entity definition

Manager Affiliate Entity shall have the meaning as set forth in Article XXI.
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Manager Affiliate Entity means any entity controlled directly or indirectly by (i) Xxxxxx Xxxxxxx, Xx. and/or Xxxxx Xxxxxxx, (ii) family partnerships or trusts (the sole members or beneficiaries of which are at all times lineal descendants of Xxxxxx Xxxxxxx, Xx. or Xxxxx Xxxxxxx (including step-children) and spouses of any of the foregoing), or (iii) by lineal descendants of Xxxxxx Xxxxxxx, Xx. or Xxxxx Xxxxxxx (including step-children) and spouses of any of the foregoing. For purposes hereof, “controlled” shall mean (i) the possession, directly or indirectly of a majority of the voting power and capital stock or ownership interest of such entity, or (ii) the power to direct or cause the direction of the management and policies of such entity in the capacity of chief executive officer, president, chairman, or other similar capacity where they are actively engaged and/or involved in providing such direction or control and spend a substantial amount of time managing such entity. Any such permitted assignee shall be deemed to be the Manager for purposes of this Agreement provided such assignee assumes all of Manager’s future obligations under this Agreement pursuant to an assumption agreement reasonably acceptable to Lessee. Any and all such assignments, however, shall at all times be subject to the prior right, title and interest of Lessee with respect to the Premises. An assignment by Manager or any permitted assignee of its interest in this Agreement, shall not relieve Manager or any such permitted assignee, as the case may be, from their respective obligations under this Agreement, and shall inure to the benefit of, and be binding upon, their permitted successors and assigns. For purposes of this Article XXI any change in the ownership of the Manager or other event that would cause the Manager to fail to be a Manager Affiliate Entity shall be deemed to be a transfer of this Agreement, prohibited by this Article XXI unless first consented to in writing by Lessee.
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Manager Affiliate Entity shall have the meaning given such term in the Master Management Agreement.
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Examples of Manager Affiliate Entity in a sentence

  • Neither this Agreement nor any rights or obligations hereunder shall be assignable by a party to this Agreement without the prior, express written consent of each of the other parties; provided, however, Manager shall have the right, without such consent, to assign its interest in this Agreement to any Manager Affiliate Entity.

  • All Group Services provided by Manager shall be at the actual costs (without xxxx up for fee or profit to Manager or any Manager Affiliate Entity, but including salary and employee benefit costs and costs of equipment used in performing such services and overhead costs) of Group Services for the benefit of all of Manager’s hotels receiving the same services, and shall be of a quality comparable to which Manager could obtain from other providers for similar services.

  • Manager may elect to enroll employees in a medical and health Benefit Plan that is a self insured health plan (the “Plan”) without collection of any fee or profit to Manager or any Manager Affiliate Entity.

  • Manager may elect to enroll employees in a medical and health Benefit Plan that is a self insured health plan (the “Plan”) without collection of any fee or profit to Manager or any Manager Affiliate Entity except as included in the Health Care Premiums set forth in the Annual Approved Budget.

  • Neither this Agreement nor any rights or obligations hereunder shall be assignable by a party to this Agreement without the prior, express written consent of each of the other parties; provided, however, Manager shall have the right, without such consent, to assign its interest in this Agreement to any Manager Affiliate Entity, provided such Manager Affiliate Entity qualifies as an Eligible Independent Contractor as of the date of such transfer.

  • Manager may cause to be furnished to the Premises certain services (“Group Services”) which are furnished generally on a central or regional basis to other hotels or other properties managed by Manager or any Manager Affiliate Entity and which benefit the Hotel.

  • It shall be understood that in view of the abovementioned responsibilities, the Supplier shall ensure that its supply, manufacturing and product delivery structures are as flexible as possible.

  • All Group Services provided by Manager shall be at the actual costs (without xxxx up for fee or profit to Manager or any Manager Affiliate Entity, and may include salary and employee benefit costs and cost of cell phones and Blackberries used in performing such services and overhead costs).

  • They own the rights to sell to neighborhood images from their website.


More Definitions of Manager Affiliate Entity

Manager Affiliate Entity means any entity controlled directly or indirectly by (i) Ashford, Inc., (ii) Xxxxxx Xxxxxxx, Xx. and/or Xxxxx Xxxxxxx, (iii) family partnerships or trusts (the sole members or beneficiaries of which are at all times lineal descendants of Xxxxxx Xxxxxxx, Xx. or Xxxxx Xxxxxxx (including step-children) and spouses of any of the foregoing), or (iv) by lineal descendants of Xxxxxx Xxxxxxx, Xx. or
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Manager Affiliate Entity means any entity controlled directly or indirectly by Newport Hospitality Group, Inc. “Manager Intellectual Property” shall have the meaning as set forth in Section 24.2(a).
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Manager Affiliate Entity shall have the meaning given such term in the Master Management Agreement. “Market Service Fees” shall have the meaning given such term in the Master Management Agreement. “Master Management Agreement” means that certain Ashford Inc. Hotel Master Management Agreement to be executed between Manager, or a subsidiary or Affiliate of the Manager, as the property manager, and Ashford Inc. or its Future Clients (or their respective designees), as the owner in interest of the Hotel Properties subject of such agreement, substantially in the form of the Master Management Agreement attached hereto as Exhibit D. “Non-Managed Hotel” shall have the meaning given such term in the Master Management Agreement. “Person” shall mean any individual, corporation, partnership, limited liability company, joint venture, association, trust, unincorporated organization or other entity. “Project Management Fee” shall have the meaning given such term in the Master Management Agreement. “Project Related Services” shall have the meaning given such term in the Master Management Agreement. “Property” means any real property or any interest therein. “Reimbursement Amount” shall mean the total of all actual out of pocket and third party costs and expenses paid by and to be reimbursed to the Remington Affiliates that were necessary and/or appropriate in connection with the Remington Transaction, including all xxxxxxx money deposits. The Reimbursement Amount shall be calculated by the Remington Parties and set forth in a certificate delivered to the Ashford Inc. Parties and certified as true and correct by the Remington Parties. The Reimbursement Amount shall not include any finder’s fee, brokerage fee, development fee, or other compensation paid to the Remington Affiliates. “Remington Affiliate” shall mean the Remington Parties and their Affiliates. “Remington Exclusivity Rights” shall have the meaning as set forth in Section 5(a). “Remington Notice” shall have the meaning as set forth in Section 4(b). “Remington Parties” shall mean Remington Holdings, LP and Manager. “Remington Termination Event” shall mean the events described in Section 3(a). “Remington Transaction” shall have the meaning as set forth in Section 4(a) “RevPAR” shall mean revenue per available room and is calculated by multiplying ADR by the average daily occupancy. “Term” shall have the meaning as set forth in Section 2. “Termination Event” shall have the meaning as set forth in Section 2. EXHIBIT B DEVELOPMENT AGREEMENT ...
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Manager Affiliate Entity shall have the meaning as set forth in Article XXI. “Market Service Fees” shall have the meaning set forth in Section 8.2(g). “MHI” means MHI Hospitality Corporation, a Maryland corporation.
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Manager Affiliate Entity means any entity controlled directly or indirectly by Newport Hospitality Group, Inc.
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Manager Affiliate Entity shall have the meaning as set forth in ARTICLE XXI.
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Related to Manager Affiliate Entity

  • Affiliate Member means an individual who is an umpire, referee, coach or other official who is associated with the Association but who is not an Individual Member.

  • Seller Affiliate means any Affiliate of Seller.

  • Outside Entity means any:

  • Permitted Affiliate Transactions means the following:

  • Affiliate Transferee has the meaning set forth in Section 3.2(a).

  • Permitted Special Servicer/Affiliate Fees Any commercially reasonable treasury management fees, banking fees, title insurance and/or other insurance commissions and fees, title agency fees, and appraisal review fees received or retained by the Special Servicer or any of its Affiliates in connection with any services performed by such party with respect to any Serviced Loan or REO Property, in each case, in accordance with Article III of this Agreement.

  • Partnership Subsidiary means Host LP and any partnership, limited liability company, or other entity treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes in which either Host REIT or Host LP owns (or owned on or after January 1, 1999) an interest, either directly or through one or more other partnerships, limited liability companies or other entities treated as a partnership for federal income tax purposes or disregarded as a separate entity for federal income tax purposes (whether or not Host REIT or Host LP has a controlling interest in, or otherwise has the ability to control or direct the operation of, such entity). Notwithstanding the foregoing, the term “Partnership Subsidiary” shall not in any way be deemed to include the Non-Controlled Subsidiaries or subsidiaries thereof, the Taxable REIT Subsidiaries or subsidiaries thereof, or the Subsidiary REITs or subsidiaries thereof.

  • JV Entity means any joint venture of the Borrower or any Restricted Subsidiary that is not a Subsidiary.

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

  • Partnership Group Member means any member of the Partnership Group.

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

  • Affiliated Entities means any legal entity, including any corporation, limited liability company, partnership, not-for-profit corporation, estate planning vehicle or trust, which is directly or indirectly owned or controlled by the Stockholder or his or her descendants or spouse, of which such Stockholder or his or her descendants or spouse are beneficial owners, or which is under joint control or ownership with any other person or entity subject to a lock-up agreement regarding the Common Stock with terms substantially identical to this Agreement.

  • Designated Affiliate means the affiliates of the Corporation designated by the Committee for purposes of the Plan from time to time;

  • Special Purpose Investment Personnel means each SEI Access Person who, in connection with his or her regular functions (including, where appropriate, attendance at Board meetings and other meetings at which the official business of a Trust or any Fund thereof is discussed or carried on), obtains contemporaneous information regarding the purchase or sale of a Security by a Fund. Special Purpose Investment Personnel shall occupy this status only with respect to those Securities as to which he or she obtains such contemporaneous information.

  • Approved Entity means a body corporate that is incorporated or established under the laws of an OECD member state and which, on the occurrence of the Relevant Event, has in issue Relevant Shares.

  • Affiliated Party means, with respect to any Purchaser, any person or entity which, directly or indirectly, controls, is controlled by or is under common control with such Purchaser, including, without limitation, any general partner, officer or director of such Purchaser and any venture capital fund now or hereafter existing which is controlled by one or more general partners of, or shares the same management company as, such Purchaser.

  • Permitted Affiliate means with respect to any Person (a) any Person that directly or indirectly controls such Person, and (b) any Person which is controlled by or is under common control with such controlling Person. As used in this definition, the term “control” of a Person means the possession, directly or indirectly, of the power to vote eighty percent (80%) or more of any class of voting securities of such Person or to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

  • Controlled Affiliate means any Affiliate of the specified Person that is, directly or indirectly, Controlled by the specified Person.

  • Designated Entity shall have the same meaning provided in the Operating Agreement.

  • Affiliate means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

  • Controlled Affiliates means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, has Majority Control of or is Majority Controlled by or is under common Majority Control with the Person specified.

  • Affiliated Entity means any entity controlling, controlled by, or under common control with an Insured.

  • Excluded Entities has the meaning set forth in Section 2.2(b)(iv).

  • Investor Affiliate means (i) the Investor or any of his immediate family members, and any such persons’ respective Affiliates and direct and indirect Subsidiaries, (ii) any sponsor, limited partnerships or entities managed or controlled by the Investor or any of his immediate family, or any of such persons’ respective Affiliates and direct or indirect Subsidiaries, (iii) any trust of the Investor or any of his immediate family, or any of such persons’ respective Affiliates and direct or indirect Subsidiaries or any trust in respect of which any such persons is a trustee, (iv) any partnership of which the Investor or any of his immediate family, or any of such persons’ respective Affiliates or direct or indirect Subsidiaries is a partner that is managed or controlled by the Investor, any of his immediate family or any of such persons’ respective Affiliates or direct or indirect Subsidiaries, and (v) any trust, fund or other entity which is managed by, or is under the control of, the Investor or any of his immediate family, or any of such persons’ respective Affiliates or direct or indirect Subsidiaries, but excluding the Issuer or any of its Subsidiaries.

  • Parent Affiliate means any Person under common control with any of the Parent Entities within the meaning of Section 414(b), Section 414(c), Section 414(m) or Section 414(o) of the Code, and the regulations issued thereunder.

  • Business Entity means a natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of this State or of any other state or foreign jurisdiction;