Management of Premises. Borrower shall cause Owner to operate and manage the Property or cause the Property to be operated and managed in a manner which is consistent with the requirements set forth in the Mortgage. Borrower covenants and agrees with Lender that (a) the Premises will be managed at all times by an Approved Manager pursuant to the management agreements approved by Lender (individually or collectively as the context requires, the "Management Agreement"), (b) after Borrower has knowledge of a fifty percent (50%) or more change in control of the ownership of Manager, Borrower will promptly give Lender notice thereof (a "Manager Control Notice") and (c) any Management Agreement may be terminated by Lender at any time following an uncured monetary Event of Default and acceleration of all amounts due under the Loan, provided that there otherwise exists a right to terminate the Manager (after all applicable notice and cure periods) under the Management Agreement and a substitute managing agent shall be appointed by Lender, subject to Lender's prior written approval, which may be given or withheld in Lender's reasonable discretion and which may be conditioned on, inter alia, a letter from the Rating Agency confirming that any rating issued by the Rating Agency in connection with a Securitization or Mortgage Securitization will not, as a result of the proposed change of Manager, be downgraded from the then current ratings thereof, qualified or withdrawn. Borrower may from time to time appoint a successor manager to manage the Premises with Lender's prior written consent which consent shall not be unreasonably withheld or delayed, provided that any such successor manager shall be a reputable management company which is an Approved Manager. Borrower further covenants and agrees that Borrower shall require the Manager (or any successor managers) to maintain at all times during the term of the Loan worker's compensation insurance as required by Governmental Authorities.
Management of Premises. Commencing on the Termination Date, Landlord or its designee, upon written notice to Tenant, may elect to assume the responsibilities and obligations for the management and operation of the Business, and Tenant agrees to reasonably cooperate to accomplish the transfer of such management and operation without interrupting the operation of the Business. Tenant agrees that Landlord or its designee may, pending the issuance of new licenses and certifications to Landlord or its designee, manage and operate the Business on a triple net basis, and shall be entitled to all revenues of the Business during such period, and to use any and all licenses, certifications or provider agreements issued to Tenant by any federal, state or other governmental authority for operation of the Business, if permitted by any such governmental authority, at no additional cost or liability to Tenant; provided that Landlord hereby agrees to indemnify and hold harmless Tenant against any losses, claims or damages resulting from Landlord’s or its designees use of Tenant’s license or provider agreements during such period. Tenant shall not commit any act or be remiss in the undertaking of any act that would jeopardize any licensure or certification of the Facility, and Tenant shall comply with all requests for an orderly transfer of any and all Facility and other licenses, Medicare and Medicaid certifications and possession of the Premises at the time of any such surrender. If Landlord or its designee exercises the right described above in this Section, the provisions of this Section shall be self-operative and shall constitute a management agreement between Tenant, on the one hand, and Landlord or its designee, on the other hand, on the terms set forth above; provided, however, that upon the request of Landlord or its designee, the parties shall negotiate and enter into a separate management agreement on the terms set forth herein and to the extent on such other terms and provisions as may be reasonably agreed to by Landlord or its designee and Tenant.
Management of Premises. Commencing on the Termination Date, Sublessor or its designee, upon written notice to Sublessee, may elect to assume the responsibilities and obligations for the management and operation of the Facility and Sublessee agrees to cooperate fully to accomplish the transfer of such management and operation without interrupting the operation of the Facility. Sublessee agrees that Sublessor or its designee may operate the Facility under Sublessee’s licenses and certifications pending the issuance of new licenses and certifications to Sublessor or its designee. Sublessee shall not commit any act or be remiss in the undertaking of any act that would jeopardize any licensure or certification of the Facility, and Sublessee shall comply with all requests for an orderly transfer of any and all Facility and other licenses, Medicare and Medicaid certifications and possession of the Premises at the time of any such surrender.
Management of Premises. If the Premises are managed by Borrower or an affiliate of Borrower, then upon the occurrence of an Event of Default, Lender may request, upon thirty (30) days prior written notice to Borrower, that Borrower select a successor manager not affiliated with Borrower to manage the Premises . If a successor manager is required pursuant hereto, Borrower shall immediately seek to appoint a successor manager acceptable to Lender in Lender’s reasonable discretion which successor manager shall be a reputable management company having at least seven (7) years’ experience in the management of commercial properties with similar uses as the Premises and in the jurisdiction in which the Premises is located and shall not be paid management fees in excess of fees which are market fees in the surrounding geographic area.
Management of Premises. (a) Borrower shall cause Owner to operate and manage the Property or cause the Property to be operated and managed in a manner which is consistent with the Approved Manager Standard. Borrower covenants and agrees with Lender that (a) the Premises will be managed at all times by an Approved Manager pursuant to the management agreement approved by Lender (the “Management Agreement”), such approval not to be unreasonably withheld or delayed, (b) after Borrower has knowledge of a fifty percent (50%) or more change in control of the ownership of Manager, Borrower will promptly give Lender notice thereof (a “Manager Control Notice”) and (c) the Management Agreement may be terminated by Lender at any time (i) for cause to the extent provided in the Management Agreement (including, but not limited to, Manager’s gross negligence, misappropriation of funds, willful misconduct or fraud) following the occurrence of an Event of Default of the type set forth in Section 3.01(a) through (c), or (ii) to the extent provided in the Management Agreement, following the receipt of a Manager Control Notice and Borrower shall cause Owner to appoint a substitute Approved Manager. Notwithstanding the foregoing, transfers of publicly traded stock of Manager on a national stock exchange or on the NASDAQ Stock Market in the normal course or business and not in connection with a tender offer or sale or Manager or substantially all of the assets of Manager shall not require the giving of a Manager Control Notice. Borrower may from time to time cause Owner to appoint a successor manager to manage the Premises, provided that any such successor manager shall be an Approved Manager. Borrower further covenants and agrees that Borrower shall cause Owner to require the Manager (or any successor managers) to maintain at all times during the term of the Loan worker’s compensation insurance as required by Governmental Authorities.
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Management of Premises. Commencing on the Termination Date, Sublessor or its designee, upon written notice to Sublessee, may elect to assume the responsibilities and obligations for the management and operation of the Facility and Sublessee agrees to reasonably cooperate to accomplish the transfer of such management and operation without interrupting the operation of the Facility, and Sublessee will, upon Sublessor’s request, execute a mutually agreeable, reasonable and customary short-term operations transition agreement, respecting operations of the Facility pending the engagement by Sublessor of a replacement operator. Sublessee shall comply with all usual and customary requests for skilled nursing facilities located in the State of Ohio for an orderly transfer of any and all Facility and other licenses, applicable Medicare and Medicaid certifications and possession of the Premises at the time of any such surrender.
Management of Premises. Upon the expiration or earlier termination of the Term (except with respect to any portion of the Premises that Tenant has purchased pursuant to any provision of this Lease), Landlord or its designee, upon written notice to Tenant, may elect to assume the responsibilities and obligations for the management and operation of the Premises and Tenant agrees to cooperate fully with Landlord or its designee to accomplish the transfer of such management and operation without interrupting the operation of the Premises. Tenant shall not commit any act or be remiss in the undertaking of any act that would jeopardize any licensure or certification of the facility, and Tenant shall comply with all requests for an orderly transfer of the Personal Care Facilities licenses, Medicare and Medicaid (or any successor program) certifications and possession at the time of any such surrender. Upon the expiration or earlier termination of the Term, Tenant shall promptly deliver copies of all of Tenant's books and records relating to the Premises and its operations to Landlord.
Management of Premises. Commencing on the Termination Date, Landlord or its designee, upon written notice to Tenant, may elect to assume the responsibilities and obligations for the management and operation of the Business and Tenant agrees to cooperate fully to accomplish the transfer of such management and operation without interrupting the operation of the Business. Tenant agrees that Landlord or its designee may operate the Business under Tenant’s licenses and certifications pending the issuance of new licenses and certifications to Landlord or its designee. Tenant shall not commit any act or be remiss in the undertaking of any act that would jeopardize any licensure or certification of any portion of the Premises, and Tenant shall comply with all requests for an orderly transfer of any and all facility and other licenses, Medicare and Medicaid certifications and possession of the Premises at the time of any such surrender.
Management of Premises. Commencing on the Termination Date, Landlord or its designee, upon written notice to Tenant, may elect to assume the responsibilities and obligations for the management and operation of the Business and Tenant agrees to cooperate fully to accomplish the transfer of such management and operation without interrupting the operation of the Business. Tenant agrees that Landlord or its designee may operate the Business under Tenant's licenses and certifications to the extent allowed under applicable law pending the issuance of new licenses and certifications to Landlord or its designee. Tenant shall not commit any act or be remiss in the undertaking of any act that would jeopardize any licensure or certification of any portion of the Premises, and Tenant shall comply with all requests for an orderly transfer of any and all facility and other licenses, Medicare and Medicaid certifications to the extent that Tenant is participating therein and possession of the Premises at the time of any such surrender.
