Managing Standard definition
Managing Standard has the meaning set forth in the Management Agreement.
Managing Standard means standards that (a) are consistent with Current Practice or, to the extent of changed circumstances, practices, technologies, strategies or implementation methods, consistent with the standards as the Manager would implement or observe if the Managed Assets were owned by the Manager at such time; (b) are consistent with Ongoing Practice; (c) will enable the Manager to comply in all material respects with all of the duties and obligations of the Securitization Entities under the Transaction Documents, the Managed Documents and the Franchised Restaurant Leases; (d) are in material compliance with all applicable Requirements of Law; and (e) with respect to the use and maintenance of the Guarantors’ rights in and to the Securitization IP, are consistent with the standards imposed by the IP License Agreements.
Managing Standard means standards that (a) are consistent with Current Practice or, to the extent of changed circumstances, practices, technologies, strategies or implementation methods, consistent with the standards as the Manager would implement or observe if the Securitized Assets were owned by the Manager at such time; (b) are consistent with Ongoing Practice; (c) will enable the Manager to comply in all material respects with all of the duties and obligations of the Securitization Entities under the Related Documents and the Managed Documents; (d) are in material compliance with all applicable Requirements of Law; and (e) without limiting any of the foregoing, with respect to the use and maintenance of the Securitization Entities’ rights in and to the Securitization IP, are consistent with the standards imposed by the IP License Agreements.
Examples of Managing Standard in a sentence
The Manager will have no responsibility under this Agreement other than to render the Services called for hereunder in good faith and consistent with the Managing Standard.
Pursuant to the directions of the Securitization Entities and in accordance with the Managing Standard, the Manager shall administer, perform or supervise the performance of such other activities in connection with the Securitization Entities as are not covered by any of the foregoing provisions and as are expressly requested by any Securitization Entity and are reasonably within the capability of the Manager.
The Securitization Entities hereby engage and authorize the Manager and the Manager hereby accepts such engagement to perform the Services in accordance with the terms of this Agreement and, except as otherwise provided herein, the Managing Standard.
Subject to the Managing Standard, if the Manager shall not have received appropriate instructions from the Control Party within ten (10) days of such notice (or within such shorter period of time as may be specified in such notice) the Manager may, but shall be under no duty to, take or refrain from taking such action, not inconsistent with this Agreement or the Related Documents, as the Manager shall deem to be in the best interests of the Noteholders and the Securitization Entities.
The Manager, in accordance with the Managing Standard, shall perform the duties of the applicable Securitization Entity under the Related Documents except for those duties that are required to be performed by the equity holders or the managers of a limited liability company or the stockholders or directors of a corporation pursuant to applicable law.
More Definitions of Managing Standard
Managing Standard with respect to the U.S. Manager, has the meaning set forth in the U.S. Management Agreement, and with respect to the Canadian Manager, has the meaning set forth in the Canadian Management Agreement.
Managing Standard means standards that (a) are consistent with Current Practice or, to the extent of changed circumstances, practices, technologies, strategies or implementation methods, consistent with the standards as the Manager would implement or observe if the Managed Assets were owned by the Manager at such time; (b) will enable the Manager to comply in all material respects with all of the duties and obligations of the Securitization Entities under the Transaction Documents and the New Franchise Agreements, Contributed Franchise Agreements, New Development Agreements and Contributed Development Agreements (and all agreements or obligations ancillary to any of the foregoing); (c) are in material compliance with all applicable Requirements of Law; and (d) with respect to the use and maintenance of IP Holder’s rights in and to the Securitization IP, are consistent with the standards imposed by the IP License Agreements.
Managing Standard means in accordance with standards that (a) are consistent with Current Practice or, to the extent of changed circumstances, practices, technologies, strategies or implementation methods, consistent with the standards as the Manager would implement or observe if the Managed Assets were owned by the Manager at such time; (b) will enable the Manager to comply in all material respects with all of the duties and obligations of each Canadian Securitization Entity under the applicable Transaction Documents, New Franchise Agreements, Contributed Franchise Agreements, New Development Agreements and Contributed Development Agreements; (c) are in material compliance with all applicable Requirements of Law; and (d) with respect to the use and maintenance of each Canadian SPV Franchising Entity’s rights in and to the applicable Securitization IP, are consistent with the standards imposed by the applicable Canadian SPV IP License Agreements.
Managing Standard means standards that (a) are consistent with Current Practice or, to the extent of changed circumstances, practices, technologies, strategies or implementation methods, consistent with the standards as the Manager would implement or observe if the Managed Assets were owned by the Manager at such time;
Managing Standard has the meaning set forth in the Management Agreement. “Master Issuer” means Planet Fitness Master Issuer LLC, a Delaware limited liability company, and its successors and assigns. “Material Adverse Effect” means (a) with respect to the Manager, a material adverse effect on (i) its results of operations, business, properties or financial condition, taken as a whole, (ii) its ability to conduct its business or to perform in any material respect its obligations under the Management Agreement or any other Related Document, (iii) the Collateral, taken as a whole, or (iv) the ability of the Securitization Entities to perform in any material respect their obligations under the Related Documents; (b) with respect to the Collateral, a material adverse effect with respect to the Collateral taken as a whole, the enforceability of the terms thereof, the likelihood of the
Managing Standard means in accordance with standards that (a) are consistent with Current Practice or, to the extent of changed circumstances, practices, technologies, strategies or implementation methods, consistent with the standards as the Manager would implement or observe if the Managed Assets were owned by the Manager at such time; (b) will enable the Manager to comply in all material respects with all of the duties and obligations of each Securitization Entity under the applicable Transaction Documents, New Franchise Agreements, Contributed Franchise Agreements, New Development Agreements, Contributed Development Agreements and the other Managed Assets; (c) are in material compliance with all applicable Requirements of Law; and (d) with respect to the use and maintenance of each SPV Franchising Entity’s rights in and to the applicable Securitization IP, are consistent with the standards imposed by the applicable IP License Agreements. “Meineke Center”: means the operation of automotive maintenance and repair businesses at Branded Locations under the Meineke Brand. “Meineke Development Agreement”: means the current form of the Meineke development agreement. “Meineke Franchise Agreement:” means the current form of the Meineke Franchise Agreement. “Meineke Operations Manual”: means ▇▇▇▇▇▇▇’s confidential operations manual(s) (including training manuals), containing mandatory and suggested standards, specifications and operating procedures relating to the development and operation of Meineke Centers and other information relating to obligations under the Meineke Franchise Agreement. “Meineke Premises”: means the specific approved location granted to a Franchisee in the Econo Lube Franchise Agreement to operate a Meineke Center. “Meineke Services”: means services provided by the franchisor under each Meineke Franchise Agreement and Meineke Development Agreement, including: (a) guidance relating to the opening of a Meineke Center, including site selection guidelines and requirements, prototype plans for a Meineke Center, approved supplier lists, and the approval of the Meineke Premises, lease, sublease or purchase contract, and any modified plans and specifications for developing the Meineke Center; (b) initial training for the Franchisee or its operating partner; (c) retraining; (d) training on the general aspects of core products and services; (e) special training on various aspects of operating a Meineke Center at the Franchisee’s request, for a training fee or other ch...
Managing Standard with respect to the U.S. Manager, has the meaning set forth in the U.S. Management Agreement, and with respect to the Canadian Manager, has the meaning set forth in the Canadian Management Agreement. “Material Adverse Effect” means: (a) with respect to the Managers, collectively, a material adverse effect on (i) their results of operations, business, properties or financial condition, taken as a whole, (ii) their ability to conduct their respective business or to perform in any material respect their respective obligations under the applicable Management Agreement or any other Transaction Document, taken as a whole, (iii) the Collateral, taken as a whole, or (iv) the ability of the Securitization Entities to perform in any material respect their obligations under the Transaction Documents; (b) with respect to the Collateral, a material adverse effect with respect to (i) any Driven Securitization Brand in any jurisdiction that is material to the business of the Securitization Entities or with respect to the Securitization IP, taken as a whole, the enforceability of the terms thereof, the likelihood of the payment of the amounts required with respect thereto in accordance with the terms thereof, the value thereof, or the security interest in the rights thereto granted by the Securitization Entities under the terms of the Transaction Documents or (ii) the Securitization Assets, taken as a whole, or the Collateral,