Reasonable Business Judgment definition
Reasonable Business Judgment means a judgment reached in good faith and in the exercise of reasonable care.
Reasonable Business Judgment is defined in Section 27.3.A.
Reasonable Business Judgment means that Franchisor’s action or inaction has a business basis that is intended to benefit the System or the profitability of the System, including Franchisor, regardless of whether some individual hotels may be unfavorably affected; or to increase the value of the Proprietary Marks; or to increase or enhance overall hotel guest or franchisee or owner satisfaction; or to minimize possible brand inconsistencies or customer confusion. In the event that such obligation or exercise of discretion is unrelated to the System, standards, brand or other subjects described above, Reasonable Business Judgment shall mean that Franchisor has a business basis and has not acted in bad faith. Franchisee shall have the burden of establishing that Franchisor failed to exercise Reasonable Business Judgment, and neither the fact that Franchisor benefited economically from an action nor the existence of other “reasonable” alternatives will, by themselves, establish such failure. To the extent that any implied covenant, such as the implied covenant of good faith and fair dealing, is applied to this Agreement, Franchisor and Franchisee intend that Franchisor shall not have violated such implied covenant if Franchisor has exercised Reasonable Business Judgment.
Examples of Reasonable Business Judgment in a sentence
Our decisions or actions will be deemed to be the result of Reasonable Business Judgment, even if other reasonable or even arguably preferable alternatives are available, if our decision or action is intended, in whole or significant part, to promote or benefit the System generally even if the decision or action also promotes our financial or other individual interest.
Whenever we reserve discretion in a particular area or where we agree to exercise our rights reasonably or in good faith, we will satisfy our obligations whenever we exercise Reasonable Business Judgment in making our decision or exercising our rights.
To the extent that any implied covenant, such as the implied covenant of good faith and fair dealing, or civil law duty of good faith is applied to this Agreement, Franchisor and Franchisee intend that Franchisor will not have violated such covenant or duty if Franchisor has exercised Reasonable Business Judgment.
Franchisee will have the burden of establishing that Franchisor failed to exercise Reasonable Business Judgment, and neither the fact that Franchisor benefited economically from an action nor the existence of other “reasonable” alternatives will, by themselves, establish such failure.
Franchisor or its designee shall direct all advertising, promotional and public relations programs using Franchisor’s Reasonable Business Judgment over the concepts, materials and media used in such programs and activities and the placement and allocation thereof.
More Definitions of Reasonable Business Judgment
Reasonable Business Judgment means (1) with respect to the System, Franchisor’s action or inaction has a business basis that is intended to: (i) benefit the System or the profitability of the System, including Franchisor, regardless of whether some individual restaurants may be unfavorably affected; (ii) increase the value of the Proprietary Marks; (iii) increase or enhance overall restaurant guest or franchisee or owner satisfaction; or (iv) minimize possible brand inconsistencies or customer confusion, or (2) with respect to everything other than the System, Franchisor’s action or inaction has a business basis and has not acted in bad faith.
Reasonable Business Judgment means an opinion or business judgment, as the case may be, that could be held or made by a reasonable Person with experience in the industry. This is intended by the Parties to be an objective standard and should be *** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. determined based on what a reasonable Person could determine in light of the facts and circumstances known and reasonably believed by the Person making such determination at the time such determination is made.
Reasonable Business Judgment means that Hyatt’s action or inaction has a business basis that is intended to benefit the Franchise System Hotel franchise network or the profitability of the network, including Hyatt and its Affiliates, regardless of whether some individual hotels may be unfavorably affected; or to increase the value of the Proprietary Marks; or to increase or enhance overall hotel guest or franchisee or owner satisfaction; or to minimize possible brand inconsistencies or customer confusion.
Reasonable Business Judgment means that HOA’s determinations or choices will prevail, even if other alternatives are also reasonable or arguably preferable, if HOA intends to benefit, or is acting in a way that could benefit, the Hooters System (by, for example, enhancing the value of the Proprietary Marks, increasing franchisee or guest satisfaction, or increasing HOA’s financial strength). Franchisee agrees to this concept of Reasonable Business Judgment in acknowledgment of the fact that HOA should have at least as much discretion in administering the Hooters System as a corporate board of directors has in directing a corporation and because the long-term interests of the Hooters System, all franchisees and owners of franchised businesses in the Hooters System, and HOA and its owners, taken together, require that HOA have the latitude to exercise Reasonable Business Judgment. HOA shall not be required to consider a Franchisee’s particular economic or other circumstances or to slight HOA’s own economic or other business interests when HOA exercises its Reasonable Business Judgment. Franchisee acknowledges and agrees that: (i) HOA has a legitimate interest in seeking to maximize the return to its equityholders; and (ii) the fact that HOA or its affiliates benefit economically from an action will not be relevant to showing that HOA did not exercise Reasonable Business Judgment. Neither Franchisee nor any third party (including without limitation any third party acting as a trier of fact or law) shall substitute Franchisee’s, his, her, or its judgment for HOA’s Reasonable Business Judgment. In a given situation, Franchisee shall have the burden of establishing, by clear and convincing proof, that HOA failed to exercise Reasonable Business Judgment.
Reasonable Business Judgment means that Company’s determination shall prevail even in cases where other alternatives are also reasonable so long as Company is intending to benefit or is acting in a way that could benefit the Dick’s Wings System by enhancing the value of the trademarks, increasing customer satisfaction, or minimizing possible customer brand or location confusion. Company shall not be required to consider Franchisee’s particular economic or other circumstances when exercising their Reasonable Business Judgment. At no time is Franchisee or any third party (including, but not limited to any third party acting as a trier of fact) entitled to substitute its judgment for a judgment which has been made by or on behalf of Company and that meets the definition of Reasonable Business Judgment in recognition of the fact that the long-term goals of a franchised system, and the long-term interests of Company, its Affiliates and Subsidiaries, the Dick’s Wings system and all franchisees taken together, require that Company have the latitude to exercise Reasonable Business Judgment. Restaurant or Store means a retail establishment at a fixed (permanent) location outside a mall, institution or hospitality center that operates on a year-round basis under the Dick’s Wings Express trade name and Dick’s Wings system. The term does not include any type of special outlet. Special Outlet includes grocery stores, convenience stores, department stores, channels of distribution other than a traditional restaurant settings, wholesale, a temporary or seasonal booth, a kiosk, a satellite unit, an express unit, a mini-store, or similar installation, no matter how denominated, by internet sales and/or by catalogue sales anywhere worldwide, including within the exclusive territory granted in this Franchise Agreement.
Reasonable Business Judgment means that Service Provider’s determinations shall prevail as long as Service Provider has taken into account Owner’s considerations, and is intending to benefit or is acting in a way that could increase Hotels’ guest satisfaction, increase or avoid decreasing the profitability or financial strength of the Owner, or minimize possible customer brand or location confusion, provided that Service Provider shall always have the right to reduce, eliminate or modify a program or a benefit which it has voluntarily provided without obligation to do so under this Agreement. Service Provider shall consider Owner’s particular economic or other circumstances when exercising its Reasonable Business Judgment. At no time is Owner or any third party entitled to substitute Owner’s or its judgment for a judgment which has been made by or on behalf of Service Provider which meets the definition of Reasonable Business Judgment. Owner and Service Provider have entered into this Agreement relating to Reasonable Business Judgment in recognition of the fact that the long term goals of a management agreement, and the long term interests of both Owner and Service Provider require that Service Provider have the latitude to exercise Reasonable Business Judgment. a “connected undertaking” according to the provisions of para 1 (12) of the Supplementary Provisions of
Reasonable Business Judgment is defined in Section 26.3.A. 3632659v2 –License Agreement