Common use of Other Activities of Manager Clause in Contracts

Other Activities of Manager. Nothing herein shall prevent the Manager from engaging in other activities or businesses or from acting as the Manager to any other person or entity (including other real estate investment trusts) even though such person or entity has investment policies and objectives similar to those of the Company. The Manager shall be permitted to use information obtained in performing its services under this Agreement in any other activity or business, except as prohibited by law or by any confidentiality agreement with a third party. The Manager shall notify the Company in writing in the event that it does so act as a manager to another business. The Company acknowledges that the Manager seeks to manage real estate investment trusts and other entities and that the Manager shall be free from any obligation to present to the Company any particular investment opportunity that comes to the Manager. The Manager is not required to present the Company with opportunities to invest in properties that are primarily of a type that are the investment focus of another person or entity now or in the future managed by the Manager. In addition, nothing herein shall prevent any member or affiliate of the Manager from engaging in any other business or from rendering services of any kind to any other person or entity (including competitive business activities). The Company acknowledges and agrees that the Manager has certain interests that may be divergent from those of the Company. The parties agree that these relationships and interests shall not affect either party’s rights and obligations under this Agreement. Without limiting the foregoing provisions, the Manager agrees, upon the request of any Director, to disclose certain real estate investment information concerning the Manager or certain of its affiliates; provided, however, that such disclosure shall be required only if it does not constitute a breach of any fiduciary duty or obligation of the Manager and the Company shall be required to keep such information confidential. Members, officers, employees and agents of the Manager or of its affiliates may serve as Directors, officers, employees, agents, nominees or signatories of the Company. When executing documents or otherwise acting in such capacities for the Company, such persons shall use their respective titles in the Company. Such persons shall receive no compensation from the Company for their services to the Company in any such capacities.

Other Activities of Manager. Nothing herein shall prevent the Manager from engaging in other activities or businesses or from acting as the Manager to any other person or entity (including other real estate investment trusts) even though such person or entity has investment policies and objectives similar to those of the Company. The Manager shall be permitted to use information obtained in performing its services under this Agreement in any other activity or business, except as prohibited by law or by any confidentiality agreement with a third party. The Manager shall notify the Company in writing in the event that it does so act as a manager to another business. The Company acknowledges that the Manager seeks to manage manages real estate investment trusts and other entities (including, as of the date of this Agreement, Hospitality Properties Trust, GOV, Senior Housing Properties Trust, Five Star Quality Care, Inc. and TravelCenters of America LLC) and that the Manager shall be free from any obligation to present to the Company any particular investment opportunity that which comes to the Manager. The Manager and the Manager is not required to present the Company with opportunities to invest in properties that are primarily of a type that are the investment focus of another person or entity now or in the future managed by the Manager. In addition, nothing herein shall prevent any member shareholder or affiliate of the Manager from engaging in any other business or from rendering services of any kind to any other person or entity (including competitive business activities). The Company acknowledges and agrees that the Manager has certain interests that may be divergent from those of the Company. The parties agree that these relationships and interests shall not affect either party’s rights and obligations under this Agreement. Without limiting the foregoing provisions, the Manager agrees, upon the request of any DirectorTrustee, to disclose certain real estate investment information concerning the Manager or certain of its affiliates; provided, however, that such disclosure shall be required only if it does not constitute a breach of any fiduciary duty or obligation of the Manager and the Company shall be required to keep such information confidential. MembersDirectors, officers, employees and agents of the Manager or of its affiliates may serve as DirectorsTrustees, officers, employees, agents, nominees or signatories of the Company. When executing documents or otherwise acting in such capacities for the Company, such persons shall use their respective titles in the Company. Such persons shall receive no compensation from the Company for their services to the Company in any such capacities, except that the Company may make awards to the employees of the Manager and others under the Company’s 2003 Incentive Share Award Plan or any equity plan adopted by the Company from time to time.

Other Activities of Manager. Nothing herein shall prevent the Manager from engaging in other activities or businesses or from acting as the Manager to any other person or entity (including other real estate investment trusts) even though such person or entity has investment policies and objectives similar to those of the Company. The Manager shall be permitted to use information obtained in performing its services under this Agreement in any other activity or business, except as prohibited by law or by any confidentiality agreement with a third party. The Manager shall notify the Company in writing in the event that it does so act as a manager to another business. The Company acknowledges that the Manager seeks to manage manages real estate investment trusts and other entities (including, as of the date of this Agreement, CommonWealth REIT, Hospitality Properties Trust, Government Properties Income Trust, Senior Housing Properties Trust, Five Star Quality Care, Inc. and TravelCenters of America LLC) and that the Manager shall be free from any obligation to present to the Company any particular investment opportunity that which comes to the Manager. The Manager and the Manager is not required to present the Company with opportunities to invest in properties that are primarily of a type that are the investment focus of another person or entity now or in the future managed by the Manager. In addition, nothing herein shall prevent any member shareholder or affiliate of the Manager from engaging in any other business or from rendering services of any kind to any other person or entity (including competitive business activities). The Company acknowledges and agrees that the Manager has certain interests that may be divergent from those of the Company. The parties agree that these relationships and interests shall not affect either party’s rights and obligations under this Agreement; provided, however, the Company further acknowledges and agrees that whenever any conflicts of interest arise resulting from the relationships and interests described or referred to in this Section 17 or any such relationship or interest as may arise or be present in the future by and between the Company and the Manager or their respective affiliates or any entity with whom the Manager has a relationship or contract, the Manager will act on its own behalf and/or on behalf of any such entity and not on the Company’s behalf, and the Company shall make its own decisions and require and obtain the advice and assistance of independent third parties at its own cost, as it may deem necessary. Without limiting the foregoing provisions, the Manager agrees, upon the request of any DirectorTrustee, to disclose certain real estate investment information concerning the Manager or certain of its affiliates; provided, however, that such disclosure shall be required only if it does not constitute a breach of any fiduciary duty or obligation of the Manager and the Company shall be required to keep such information confidential. MembersDirectors, officers, employees and agents of the Manager or of its affiliates may serve as DirectorsTrustees, officers, employees, agents, nominees or signatories of the Company. When executing documents or otherwise acting in such capacities for the Company, such persons shall use their respective titles in the Company. Such persons shall receive no compensation from the Company for their services to the Company in any such capacities, except that the Company may make awards to the employees of the Manager and others under the Company’s 2012 Equity Compensation Plan or any equity plan adopted by the Company from time to time.

Other Activities of Manager. Nothing herein shall prevent the Manager from engaging in other activities or businesses or from acting as the Manager to any other person or entity (including other real estate investment trusts) even though such person or entity has investment policies and objectives similar to those of the Company. The Manager shall be permitted to use information obtained in performing its services under this Agreement in any other activity or business, except as prohibited by law or by any confidentiality agreement with a third party. The Manager shall notify the Company in writing in the event that it does so act as a manager to another business. The Company acknowledges that the Manager seeks to manage real estate investment trusts and other entities and that the Manager shall be free from any obligation to present to the Company any particular investment opportunity that comes to the Manager. The Manager is not required to present the Company with opportunities to invest in properties that are primarily of a type that are the investment focus of another person or entity now or in the future managed by the Manager. In addition, nothing herein shall prevent any member or affiliate of the Manager from engaging in any other business or from rendering services of any kind to any other person or entity (including competitive business activities). The Company acknowledges and agrees that the Manager has certain interests that may be divergent from those of the Company. The parties agree that these relationships and interests shall not affect either party’s rights and obligations under this Agreement. Without limiting the foregoing provisions, the Manager agrees, upon the request of any Director, to disclose certain real estate investment information concerning the Manager or certain of its affiliates; provided, however, that such disclosure shall be required only if it does not constitute a breach of any fiduciary duty or obligation of the Manager and the Company shall be required to keep such information confidential. Members, officers, employees and agents of the Manager or of its affiliates may serve as Directors, officers, employees, agents, nominees or signatories of the Company. When executing documents or otherwise acting in such capacities for the Company, such persons shall use their respective titles in the Company. Such persons shall receive no compensation from the Company for their services to the Company in any such capacities.

Other Activities of Manager. Nothing herein shall prevent the Manager Managing Agent from engaging in other activities or businesses or from acting as the Manager Managing Agent to any other person or entity (including other real estate investment trusts) even though such person or entity has investment policies and objectives businesses similar to those of the Company. The Manager shall be permitted to use information obtained in performing its services under this Agreement in any other activity Company or business, except as prohibited by law or by any confidentiality agreement with a third party. The Manager shall notify the Company in writing in the event that it does so act as a manager to another businessOwners. The Company acknowledges and the Owners acknowledge that the Manager seeks Managing Agent manages and provides property management services to manage real estate investment trusts and other persons or entities (including, as of the date of this Agreement, HRPT Properties Trust, Hospitality Properties Trust, Senior Housing Properties Trust, Five Star Quality Care, Inc. and that the Manager shall be free from TravelCenters of America LLC) and, except as otherwise expressly agreed in writing, waives any obligation to present to the Company any particular investment opportunity that comes to the Manager. The Manager is not required to present the Company with opportunities to invest in properties that are primarily of a type that are the investment focus of another person or entity now or in the future managed by the Managerconflict arising therefrom. In addition, nothing herein shall prevent any member shareholder or affiliate of the Manager Managing Agent from engaging in any other business or from rendering services of any kind to any other person or entity (including competitive business activities). The Company acknowledges and agrees the Owners acknowledge and agree that the Manager Managing Agent has certain interests that may be divergent from those of the CompanyCompany and the Owners. The parties agree that these relationships and interests shall not affect either the party’s rights and obligations under this Agreement. Without limiting the foregoing provisions, the Manager agrees, upon the request of any Director, to disclose certain real estate investment information concerning the Manager or certain of its affiliates; provided, however, the Company and the Owners further acknowledge and agree that whenever any conflicts of interest arise resulting from the relationships and interests described or referred to in this section or any such disclosure shall relationship or interest as may arise or be required only if it does not constitute present in the future by and between the Company or the Owners and Managing Agent or their respective affiliates or any entity with whom Managing Agent has a breach relationship or contract, Managing Agent will act on its own behalf and/or on behalf of any fiduciary duty such entity and not on the Company’s or obligation of the Manager Owners’ behalf, and the Company and the Owners shall be required to keep such information confidential. Membersmake their own decisions and require and obtain the advice and assistance of independent third parties at their own cost, officers, employees and agents of the Manager or of its affiliates as they may serve as Directors, officers, employees, agents, nominees or signatories of the Company. When executing documents or otherwise acting in such capacities for the Company, such persons shall use their respective titles in the Company. Such persons shall receive no compensation from the Company for their services to the Company in any such capacitiesdeem necessary.

Other Activities of Manager. Nothing herein shall prevent the Manager from engaging in other activities or businesses or from acting as the Manager to any other person or entity (including other real estate investment trusts) even though such person or entity has investment policies and objectives similar to those of the Company. The Manager shall be permitted to use information obtained in performing its services under this Agreement in any other activity or business, except as prohibited by law or by any confidentiality agreement with a third party. The Manager shall notify the Company in writing in the event that it does so act as a manager to another business. The Company acknowledges that the Manager seeks to manage manages real estate investment trusts and other entities (including, as of the date of this Agreement, CommonWealth REIT, Hospitality Properties Trust, Government Properties Income Trust, Senior Housing Properties Trust, Five Star Quality Care, Inc. and TravelCenters of America LLC) and that the Manager shall be free from any obligation to present to the Company any particular investment opportunity that which comes to the Manager. The Manager and the Manager is not required to present the Company with opportunities to invest in properties that are primarily of a type that are the investment focus of another person or entity now or in the future managed by the Manager. In addition, nothing herein shall prevent any member shareholder or affiliate of the Manager from engaging in any other business or from rendering services of any kind to any other person or entity (including competitive business activities). The Company acknowledges and agrees that the Manager has certain interests that may be divergent from those of the Company, including, without limitation, the Manager provides certain services to Affiliates Insurance Company. The parties agree that these relationships and interests shall not affect either party’s rights and obligations under this Agreement. The parties further agree that whenever any conflicts of interest arise resulting from the relationships and interests described or referred to in this Section 17 or any such relationship or interest as may arise or be present in the future, (x) between or among the Company and the Manager or their respective affiliates, the Manager will act on its own behalf and not on the Company’s behalf or (y) between or among the Company and any entity with whom the Manager has a relationship or contract or their respective affiliates, the Manager shall in its sole and absolute discretion, determine on which of those parties’ behalf it shall act, and without any resulting liability or obligation under this Agreement as a result of, arising from or relating to any such determination. Without limiting the foregoing provisions, the Manager agrees, upon the request of any DirectorTrustee, to disclose certain real estate investment information concerning the Manager or certain of its affiliates; provided, however, that such disclosure shall be required only if it does not constitute a breach of any fiduciary duty or obligation of the Manager and the Company shall be required to keep such information confidential. MembersDirectors, officers, employees and agents of the Manager or of its affiliates may serve as DirectorsTrustees, officers, employees, agents, nominees or signatories of the Company. When executing documents or otherwise acting in such capacities for the Company, such persons shall use their respective titles in the Company. Such persons shall receive no compensation from the Company for their services to the Company in any such capacities, except that the Company may make awards to the employees of the Manager and others under the Company’s 2012 Equity Compensation Plan or any equity plan adopted by the Company from time to time.

Other Activities of Manager. Nothing herein shall prevent the Manager from engaging in other activities or businesses or from acting as the Manager to any other person or entity (including other real estate investment trusts) even though such person or entity has investment policies and objectives similar to those of the Company. The Manager shall be permitted to use information obtained in performing its services under this Agreement in any other activity or business, except as prohibited by law or by any confidentiality agreement with a third party. The Manager shall notify the Company in writing in the event that it does so act as a manager to another business. The Company acknowledges that the Manager seeks to manage manages real estate investment trusts and other entities (including, as of the date of this Agreement, Hospitality Properties Trust, GOV, Senior Housing Properties Trust, SIR, Five Star Quality Care, Inc. and TravelCenters of America LLC) and that the Manager shall be free from any obligation to present to the Company any particular investment opportunity that which comes to the Manager. The Manager and the Manager is not required to present the Company with opportunities to invest in properties that are primarily of a type that are the investment focus of another person or entity now or in the future managed by the Manager. In addition, nothing herein shall prevent any member shareholder or affiliate of the Manager from engaging in any other business or from rendering services of any kind to any other person or entity (including competitive business activities). The Company acknowledges and agrees that the Manager has certain interests that may be divergent from those of the Company, including, without limitation, the Manager provides certain services to Affiliates Insurance Company. The parties agree that these relationships and interests shall not affect either party’s rights and obligations under this Agreement. The parties further agree that whenever any conflicts of interest arise resulting from the relationships and interests described or referred to in this Section 17 or any such relationship or interest as may arise or be present in the future, (x) between or among the Company and the Manager or their respective affiliates, the Manager will act on its own behalf and not on the Company’s behalf or (y) between or among the Company and any entity with whom the Manager has a relationship or contract or their respective affiliates, the Manager shall in its sole and absolute discretion, determine on which of those parties’ behalf it shall act, and without any resulting liability or obligation under this Agreement as a result of, arising from or relating to any such determination. Without limiting the foregoing provisions, the Manager agrees, upon the request of any DirectorTrustee, to disclose certain real estate investment information concerning the Manager or certain of its affiliates; provided, however, that such disclosure shall be required only if it does not constitute a breach of any fiduciary duty or obligation of the Manager and the Company shall be required to keep such information confidential. MembersDirectors, officers, employees and agents of the Manager or of its affiliates may serve as DirectorsTrustees, officers, employees, agents, nominees or signatories of the Company. When executing documents or otherwise acting in such capacities for the Company, such persons shall use their respective titles in the Company. Such persons shall receive no compensation from the Company for their services to the Company in any such capacities, except that the Company may make awards to the employees of the Manager and others under the Company’s 2012 Equity Compensation Plan or any equity plan adopted by the Company from time to time.