Term of Management. The term (the “Term”) of this Agreement shall begin on the Effective Date and terminate on the earlier of (a) the closing of the transactions under that certain Asset Purchase Agreement executed by the Parties as of the Effective Date (the “Purchase Agreement”) relating to Manager’s purchase of substantially all of the assets of the Business; (b) immediately following written notice from Owner to Manager of a material breach of the terms of this Agreement, including any material violation of OLCC rules and regulations relating to the operation of the Business under the OLCC Licenses at the Licensed Premises that is not cured within 30 days after Owner delivers written notice of such breach or violation to Manager; or (c) immediately following written notice from Manager to Owner (which Manager may but shall not be obligated to deliver) at any time after the Purchase Agreement is terminated. This Agreement, and all obligations of Owner and Manager under this Agreement, will automatically terminate at the end of the Term without any further act on the part of either Party or any other person or entity. If this Agreement is terminated or canceled pursuant to the provisions hereof or by court order, the date of said termination or cancelation shall also be the substituted expiration date of this Agreement.
Term of Management. 1. The Permit Holder hereby grants to the Manager, and Manager hereby accepts the right to manage the Business to be conducted at the Premises on the terms and conditions set forth in this Agreement.
Term of Management. The parties agree that the term of management shall be 1 year and shall commence on 1 January 2013 and terminate on 31 December 2013. Management fee Pursuant to the Anhui Expressway Group Highway Toll Stations Management Agreement, the Company shall receive a total fee of RMB5,283,800 (approximately HK$6,604,750) as consideration for its management services, of which RMB4,658,000 (approximately HK$5,822,500) shall be the management fee of the Liuqian Highway Toll Stations and Road Section and RMB625,800 (approximately HK$782,250) shall be the management fee of Hean Highway Toll Station. The management fee is calculated according to relevant factors like mileage of the managed sections, number of toll stations and number of staff. Within 10 working days after signing the Anhui Expressway Group Highway Toll Stations Management Agreement, Anhui Expressway Group shall pay the management fee to the Company. The aforementioned management fee is determined by negotiations between the parties on an arm’s length basis by reference to (1) the current market price of similar services available in the market; and (2) profits level required to be attained by the Company. Annual Cap The maximum aggregate annual value, i.e. the annual cap, for the Anhui Expressway Group Highway Toll Stations Management Agreement for the financial year ending 31 December 2013 is RMB5,400,000 (approximately HK$6,750,000), which is about the total management fee received by the Company under the Anhui Expressway Group Highway Toll Stations Management Agreement. REASONS FOR ENTERING INTO THE ANHUI EXPRESSWAY GROUP HIGHWAY TOLL STATIONS MANAGEMENT AGREEMENT Anhui Expressway Group is mainly engaged in highway construction and planning, design, control, technical consultation and ancillary services. The Board takes the view that the appointment under the Anhui Expressway Group Highway Toll Stations Management Agreement generates a source of income to the Company and by providing management services to the Liuqian Highway Toll Stations and Road Section and Hean Highway Toll Station, the Company can fully utilize its edge in the management domain. After considering the abovementioned reasons and benefits, the directors of the Company (including the independent non-executive directors) are of the view that the terms of the Anhui Expressway Group Highway Toll Stations Management Agreement and the Annual Cap are fair and reasonable, in accordance with normal commercial terms and that the continuing ...
