Common use of Pre-Opening Services Clause in Contracts

Pre-Opening Services. On behalf of Owner, Manager shall perform the “Pre-Opening Services” necessary for operation of the Hotel prior to the Opening Date, including, but not limited to, the following activities, which Manager shall perform in a manner consistent with the line items for the Pre-Opening Services in the Budget: Identify, appoint, instruct and supervise the general manager, director of sales and marketing, controller, food and beverage manager and such other Hotel employees and management team members as are necessary or advisable for proper staffing of the Hotels. Manager acknowledges that all employees directly hired and employed by Manager shall be in the sole employee of Manager (or an Affiliate of Manager). All wages, salaries, other compensation paid or payable to or with respect to such employees, and all fringe benefits and taxes payable to or with respect to such employees, including payroll taxes, unemployment insurance taxes and/or benefits, social security taxes and worker’s compensation and disability benefits now or hereafter imposed by law, any other agreement or in union agreements entered into by Manager, shall be paid by Manager. The payments required by this Section shall be the sole responsibility of Manager. Recruit and train all Hotel employees so that such employees can perform their duties at the Hotels from and after the Opening Date, including the development of a training program to assist employees with carrying out the Brand Standard. Conduct a minimum of one job fair in each of at least four (4) Socio-Economically Disadvantaged Areas, as designated by the City, to ▇▇▇▇▇▇ hiring employees from such areas, with at least two job fairs occurring prior to the opening of each Hotel. The job fairs are to be held no later than ninety (90) days prior to the openings of each Hotel, or as otherwise agreed by the City. The Manager must also participate in any City-sponsored job fairs or similar outreach events as reasonably requested by the City, including but not limited to job fairs for veterans. Nothing in this section prohibits the Manager from conducting additional job fairs in other locations or at other times. Manager shall provide job postings or employment listings to area workforce development groups or agencies as identified by the City, assist agencies, and the City’s Office of Veterans Affairs. Manager shall designate and identify a member of its team as an Employment Services Coordinator who will be assigned to assist employees, particularly new hires who are low income or are from Socio-Economically Disadvantaged Areas, or employees who are veterans, regarding access to information and social services that may help them be successful employees. The Employment Services Coordinator will also serve as a liaison between the Manager and social services organizations, assist agencies, workforce development groups or agencies, and labor organizations to help the Manager advertise job openings, obtain resumes, and plan and execute job fairs in Socio-Economically Disadvantaged Areas in order to promote hiring outreach throughout Chicago and especially in Socio-Economically Disadvantaged Areas. Likewise, the Employment Services Coordinator will also serve as a liaison between the Manager and the City’s Office of Veterans’ Affairs and other veterans’ affairs organizations to promote the employment of veterans. Develop and execute a sales, advertising, marketing and promotional program for the sale of rooms and food and beverage services; initiate public relations and communications activities; arrange for appropriate opening functions and ceremonies for the Hotels; disburse marketing materials to appropriate audiences via effective communication means; and provide a loyalty program in accordance with the Brand Standard. Assist Owner in the preparation of a plan for the use of concession and lease space in the Hotels. After such plan is completed and in cooperation with Owner, negotiate leases or concession agreements related to the appropriate facilities of the Hotels with concessionaires, licensees, tenants and other intended users included on a list of “approved concessionaires” mutually agreed upon by Owner and Manager. The negotiation and execution of all concessions, licenses and leases (and any amendments or supplements thereto) shall be subject to Owner’s approval. Cooperate with Owner in Owner’s application for and procurement of all licenses and permits required for the operation of the Hotels and their related facilities, provided that Owner shall be obligated to obtain and pay for all such licenses and permits. Manager shall advise Owner with respect to and coordinate and administer all applications for any required land use, demolition, building and other licenses, permits and approvals necessary to comply with all Applicable Laws relating to the project and opening of the Hotels. With the assistance and advice of Manager, Owner shall give all notices, and obtain and pay for all such licenses, permits and approvals. Manager shall assist Owner and consult with Owner in connection with the foregoing. Upon request by Manager, Owner shall make, execute and deliver any and all applications and other documents and shall otherwise cooperate to the fullest extent with Manager in applying for, obtaining and maintaining all required licenses and permits deemed necessary by Manager with respect to the Hotel. Owner shall have the obligation to obtain and maintain all such licenses and permits in Owner’s name. Owner shall also make, execute and deliver such agreements, contracts, leases, applications, verifications, instruments and other documents as are reasonably required hereunder, and shall otherwise cooperate fully with Manager as reasonably necessary in connection with the permits and licenses. Provide Owner with Manager’s standard pre-opening accounting and administrative services and incorporate, procure and install computer hardware and software and related reservations, property management, sales, telecommunications, information technology and other stand-alone systems or Brand Hotel systems utilized by Manager. Assist in determining the extent to which technology systems should be used in the Hotels, based on operational considerations, specifically with respect to the implementation of reservation systems, property management systems, point of sale systems, inventory control systems, engineering management systems, guest information systems, telecommunications, and electronic locking and security systems. Manager shall provide Owner with outline specifications for such technology systems with respect to equipment, configuration, and security. Negotiate, review and submit to Owner for approval and execution all agreements and contracts that are related to the design, construction and/or remodeling and renovation, furnishing and/or opening of the Hotel, including agreements with employees or consultants of Owner, and suppliers of FF&E (collectively, the “Hotel Agreements”); provided, however, that all Hotel Agreements shall (i) be with independent third parties that are qualified to perform the services required for the Hotel and that (x) have a good general business reputation, (y) meet the highest ethical standards in terms of engaging in responsible business practices regarding labor, non-discrimination, health and safety, and environmental practices, and (z) meet the requirements of Section 6.1.8 of this Agreement; and (ii) be negotiated by Manager in good faith. Owner shall have the right to disapprove any proposed Hotel Agreement if it is not consistent with the Budget. Manager may, if it deems it to be advisable, make use of the services of Owner’s accountants and counsel in the negotiation and preparation of any Hotel Agreements.

Pre-Opening Services. On behalf of Owner, Manager shall perform the “Pre-Opening Services” necessary for operation of the Hotel prior to the Opening Date, including, but not limited to, the following activities, which Manager shall perform in a manner consistent with the line items for the Pre-Opening Services in the Budget: : a. Identify, appoint, instruct and supervise the general manager, director of sales and marketing, controller, food and beverage manager and such other Hotel employees and management team members as are necessary or advisable for proper staffing of the Hotels. Manager acknowledges that all employees directly hired and employed by Manager shall be in the sole employee of Manager (or an Affiliate of Manager). All wages, salaries, other compensation paid or payable to or with respect to such employees, and all fringe benefits and taxes payable to or with respect to such employees, including payroll taxes, unemployment insurance taxes and/or benefits, social security taxes and worker’s compensation and disability benefits now or hereafter imposed by law, any other agreement or in union agreements entered into by Manager, shall be paid by Manager. The payments required by this Section shall be the sole responsibility of Manager. . b. Recruit and train all Hotel employees so that such employees can perform their duties at the Hotels from and after the Opening Date, including the development of a training program to assist employees with carrying out the Brand Standard. . c. Conduct a minimum of one job fair in each of at least four (4) Socio-Socio- Economically Disadvantaged Areas, as designated by the City, to ▇▇▇▇▇▇ hiring employees from such areas, with at least two job fairs occurring prior to the opening of each Hotel. The job fairs are to be held no later than ninety (90) days prior to the openings of each Hotel, or as otherwise agreed by the City. The Manager must also participate in any City-sponsored job fairs or similar outreach events as reasonably requested by the City, including but not limited to job fairs for veterans. Nothing in this section prohibits the Manager from conducting additional job fairs in other locations or at other times. Manager shall provide job postings or employment listings to area workforce development groups or agencies as identified by the City, assist agencies, and the City’s Office of Veterans Affairs. Manager shall designate and identify a member of its team as an Employment Services Coordinator who will be assigned to assist employees, particularly new hires who are low income or are from Socio-Socio- Economically Disadvantaged Areas, or employees who are veterans, regarding access to information and social services that may help them be successful employees. The Employment Services Coordinator will also serve as a liaison between the Manager and social services organizations, assist agencies, workforce development groups or agencies, and labor organizations to help the Manager advertise job openings, obtain resumes, and plan and execute job fairs in Socio-Socio- Economically Disadvantaged Areas in order to promote hiring outreach throughout Chicago and especially in Socio-Economically Disadvantaged Areas. Likewise, the Employment Services Coordinator will also serve as a liaison between the Manager and the City’s Office of Veterans’ Affairs and other veterans’ affairs organizations to promote the employment of veterans. . d. Develop and execute a sales, advertising, marketing and promotional program for the sale of rooms and food and beverage services; initiate public relations and communications activities; arrange for appropriate opening functions and ceremonies for the Hotels; disburse marketing materials to appropriate audiences via effective communication means; and provide a loyalty program in accordance with the Brand Standard. . e. Assist Owner in the preparation of a plan for the use of concession and lease space in the Hotels. After such plan is completed and in cooperation with Owner, negotiate leases or concession agreements related to the appropriate facilities of the Hotels with concessionaires, licensees, tenants and other intended users included on a list of “approved concessionaires” mutually agreed upon by Owner and Manager. The negotiation and execution of all concessions, licenses and leases (and any amendments or supplements thereto) shall be subject to Owner’s approval. . f. Cooperate with Owner in Owner’s application for and procurement of all licenses and permits required for the operation of the Hotels and their related facilities, provided that Owner shall be obligated to obtain and pay for all such licenses and permits. . i. Manager shall advise Owner with respect to and coordinate and administer all applications for any required land use, demolition, building and other licenses, permits and approvals necessary to comply with all Applicable Laws relating to the project and opening of the Hotels. With the assistance and advice of Manager, Owner shall give all notices, and obtain and pay for all such licenses, permits and approvals. Manager shall assist Owner and consult with Owner in connection with the foregoing. ii. Upon request by Manager, Owner shall make, execute and deliver any and all applications and other documents and shall otherwise cooperate to the fullest extent with Manager in applying for, obtaining and maintaining all required licenses and permits deemed necessary by Manager with respect to the Hotel. Owner shall have the obligation to obtain and maintain all such licenses and permits in Owner’s name. Owner shall also make, execute and deliver such agreements, contracts, leases, applications, verifications, instruments and other documents as are reasonably required hereunder, and shall otherwise cooperate fully with Manager as reasonably necessary in connection with the permits and licenses. . g. Provide Owner with Manager’s standard pre-opening accounting and administrative services and incorporate, procure and install computer hardware and software and related reservations, property management, sales, telecommunications, information technology and other stand-alone systems or Brand Hotel systems utilized by Manager. . h. Assist in determining the extent to which technology systems should be used in the Hotels, based on operational considerations, specifically with respect to the implementation of reservation systems, property management systems, point of sale systems, inventory control systems, engineering management systems, guest information systems, telecommunications, and electronic locking and security systems. Manager shall provide Owner with outline specifications for such technology systems with respect to equipment, configuration, and security. . i. Negotiate, review and submit to Owner for approval and execution all agreements and contracts that are related to the design, construction and/or remodeling and renovation, furnishing and/or opening of the Hotel, including agreements with employees or consultants of Owner, and suppliers of FF&E (collectively, the “Hotel Agreements”); provided, however, that all Hotel Agreements shall (i) be with independent third parties that are qualified to perform the services required for the Hotel and that (x) have a good general business reputation, (y) meet the highest ethical standards in terms of engaging in responsible business practices regarding labor, non-discrimination, health and safety, and environmental practices, and (z) meet the requirements of Section 6.1.8 of this Agreement; and (ii) be negotiated by Manager in good faith. Owner shall have the right to disapprove any proposed Hotel Agreement if it is not consistent with the Budget. Manager may, if it deems it to be advisable, make use of the services of Owner’s accountants and counsel in the negotiation and preparation of any Hotel Agreements.and