Common use of Sale of Future Hotel Clause in Contracts

Sale of Future Hotel. If this Agreement is terminated pursuant to Section 2.3(a) with respect to any of the Future Hotels prior to the first anniversary of the Commencement Date applicable to such Future Hotel, then Lessee shall pay to Manager on such termination, a termination fee as liquidated damages and not as a penalty (provided that an Event of Default by Manager is not then existing beyond any cure or grace periods set forth in this Agreement) in an amount equal to the estimated Base Management Fee and Incentive Management Fee that was estimated to be paid to Manager with respect to such Future Hotel pursuant to the Annual Operating Budget for the remaining Accounting Periods until the first anniversary of the Commencement Date for such Future Hotel (irrespective of the Management Fees paid to Manager prior to the date of the Termination with respect to the Hotels). If this Agreement is terminated pursuant to Section 2.3(a) with respect to any of the Future Hotels after the first anniversary of the Date applicable to such Future Hotel, then no termination fees shall be payable by Lessee.

Sale of Future Hotel. If this Agreement is terminated pursuant to Section 2.3(a2.03(a) with respect to any of the Future Hotels prior to the first anniversary of the Commencement Date applicable to such Future Hotel, then Lessee shall pay to Manager on such termination, a termination fee as liquidated damages and not as Hotel Master Management Agreement Ashford TRS Corporation File No. 145765 a penalty (provided that an Event of Default by Manager is not then existing beyond any cure or grace periods set forth in this Agreement) in an amount equal to the estimated Base Management Fee and Incentive Management Fee that was estimated to be paid to Manager with respect to such Future Hotel the Hotels pursuant to the Annual Operating Budget for the remaining Accounting Periods until the first anniversary of the Commencement Date for such Future Hotel (irrespective of the Management Fees paid to Manager prior to the date of the Termination with respect to the Hotels). If this Agreement is terminated pursuant to Section 2.3(a2.03(a) with respect to any of the Future Hotels after the first anniversary of the Commencement Date applicable to such Future Hotel, then no termination fees shall be payable by Lessee.