Common use of General Operation Clause in Contracts

General Operation. Subject to the limitations imposed by the Budget from time to time, Manager shall manage the Projects and Debt Investments in the same manner as is customary and usual in management of comparable investments, and shall provide such services as are customarily provided by operators and servicers of high quality projects and investments of comparable class and standing. Manager has received copies of agreements of limited partnership, joint venture partnership agreements and operating agreements of Owner and its affiliates as well as the articles of incorporation, bylaws, and registration statement on Form S-11 (no. 333-184476) of the Company, including all prospectus supplements and post-effective amendments thereto (collectively, the “Ownership Agreements”) and is familiar with the terms thereof. Advisor agrees to obtain and review copies of all mortgages on all properties and inform Manager of any restrictions relating to property use thereof. Manager will use reasonable care to avoid any act or omission which, in the performance of its duties hereunder, in any way conflicts with the terms of the Ownership Agreements or the mortgages in the absence of the express direction of the Conflicts Committee, and Manager shall promptly notify Owner if any such conflict arises. In addition to the other obligations of Manager set forth herein, Manager shall render the following services and perform the following duties for Owner in connection with the Projects and Debt Investments in a commercially diligent and efficient manner: (a) maintain businesslike relations with tenants whose service requests shall be received, considered, recorded and acted upon in systematic fashion in order to show the action taken with respect to each; (b) collect all monthly rentals due from tenants and rent from users of recreational facilities in the Project, if any; (c) request, demand, collect, and receive any and all charges or rents which become due to Owner, and at Owner’s expense and the Company’s direction, coordinate and oversee such legal action as may be necessary or desirable to collect rent and/or evict tenants delinquent in payment of monthly rental or other charges (security deposits, late charges, etc.) as more particularly described in Section 2.10 below; (d) prepare or cause to be prepared for execution by the Owner (and/or the Company, as applicable) all forms, reports and returns, if any, required to be filed by or on behalf of the Owner under applicable federal, state or local laws and any other requirements relating to the employment of personnel (anything contained herein to the contrary notwithstanding, however, Manager shall not be obligated to prepare any of Owner’s or the Company’s state or federal income tax returns; (e) use all reasonable efforts at all times during the term of this Agreement to operate and maintain the Projects according to the highest standards achievable consistent with the operation of comparable quality units; (f) advertise when necessary, within the constraints of the Budget, the availability of units for rental and display “for rent” or other similar signs upon the Projects, it being understood that Manager may install one or more signs on or about the Project stating that the Project is under management of Manager and may use, in a tasteful manner, Manager’s name and logo in any display advertising of the Project; (g) sign, renew and cancel tenant leases for the Project as agent for Owner, in compliance with standards established by Owner and approved by Owner, on the lease form provided by Manager, and on terms based upon criteria approved from time to time by Owner and based upon Manager’s recommendations, and (h) monitor the performance of the Debt Investments, including (i) collecting amounts owed to the Owner, (ii) reviewing on an as-needed basis the properties serving, directly or indirectly, as collateral for the Debt Investments, the owners of those properties and the markets in general and (iii) maintaining escrow accounts, monitoring advances, monitoring loan covenants and reviewing insurance compliance. It is understood and agreed, however, that Manager shall not, and does not, provide security services to the Projects. Should the Owner choose to do so, the Owner may direct that Manager, on Owner’s behalf, separately contract with a non-affiliated company (a “Security Company”) providing alarm systems, patrol and/or similar services (“Security Services”). Manager shall have no duty to supervise or control performance of Security Services for any Security Company but Manager shall, if requested by Owner, evaluate and report its findings to Owner, as directed. Without limiting the provisions of Section 6.03 of this Agreement, Owner shall indemnify, defend, protect and hold Manager harmless for, from and against any loss, liability, cost, expense, damage claim or cause of action, including, without limitation, attorneys’ fees, court costs and other litigation expenses and costs, arising from any personal injury, loss of property or other matter occurring on or about any Project, relating to the acts or omissions of a Security Company, any claimed inadequacy of Security Services, the failure to provide Security Services or any other matter relating to the security of any Project. The indemnification obligations of Owner in this Section 2.03 shall survive the expiration or earlier termination of this Agreement.

General Operation. Subject to the limitations imposed by the Budget from time to time, Manager shall manage the Projects and Debt Investments in the same manner as is customary and usual in management of comparable investments, and shall provide such services as are customarily provided by operators and servicers of high quality projects and investments of comparable class and standing. Manager has received copies of agreements of limited partnership, joint venture partnership agreements and operating agreements of Owner and its affiliates as well as the articles of incorporation, bylaws, and registration statement on Form S-11 (no. 333-184476207740) of the Company, including all prospectus supplements and post-effective amendments thereto (collectively, the “Ownership Agreements”) and is familiar with the terms thereof. Advisor agrees to obtain and review copies of all mortgages on all properties and inform Manager of any restrictions relating to property use thereof. Manager will use reasonable care to avoid any act or omission which, in the performance of its duties hereunder, in any way conflicts with the terms of the Ownership Agreements or the mortgages in the absence of the express direction of the Conflicts Committee, and Manager shall promptly notify Owner if any such conflict arises. In addition to the other obligations of Manager set forth herein, Manager shall render the following services and perform the following duties for Owner in connection with the Projects and Debt Investments in a commercially diligent and efficient manner: (a) maintain businesslike relations with tenants whose service requests shall be received, considered, recorded and acted upon in systematic fashion in order to show the action taken with respect to each; (b) collect all monthly rentals due from tenants and rent from users of recreational facilities in the Project, if any; (c) request, demand, collect, and receive any and all charges or rents which become due to Owner, and at Owner’s expense and the Company’s direction, coordinate and oversee such legal action as may be necessary or desirable to collect rent and/or evict tenants delinquent in payment of monthly rental or other charges (security deposits, late charges, etc.) as more particularly described in Section 2.10 below; (d) prepare or cause to be prepared for execution by the Owner (and/or the Company, as applicable) all forms, reports and returns, if any, required to be filed by or on behalf of the Owner under applicable federal, state or local laws and any other requirements relating to the employment of personnel (anything contained herein to the contrary notwithstanding, however, Manager shall not be obligated to prepare any of Owner’s or the Company’s state or federal income tax returns; (e) use all reasonable efforts at all times during the term of this Agreement to operate and maintain the Projects according to the highest standards achievable consistent with the operation of comparable quality units; (f) advertise when necessary, within the constraints of the Budget, the availability of units for rental and display “for rent” or other similar signs upon the Projects, it being understood that Manager may install one or more signs on or about the Project stating that the Project is under management of Manager and may use, in a tasteful manner, Manager’s name and logo in any display advertising of the Project; (g) sign, renew and cancel tenant leases for the Project as agent for Owner, in compliance with standards established by Owner and approved by Owner, on the lease form provided by Manager, and on terms based upon criteria approved from time to time by Owner and based upon Manager’s recommendations, and (h) monitor the performance of the Debt Investments, including (i) collecting amounts owed to the Owner, (ii) reviewing on an as-needed basis the properties serving, directly or indirectly, as collateral for the Debt Investments, the owners of those properties and the markets in general and (iii) maintaining escrow accounts, monitoring advances, monitoring loan covenants and reviewing insurance compliance. It is understood and agreed, however, that Manager shall not, and does not, provide security services to the Projects. Should the Owner choose to do so, the Owner may direct that Manager, on Owner’s behalf, separately contract with a non-affiliated company (a “Security Company”) providing alarm systems, patrol and/or similar services (“Security Services”). Manager shall have no duty to supervise or control performance of Security Services for any Security Company but Manager shall, if requested by Owner, evaluate and report its findings to Owner, as directed. Without limiting the provisions of Section 6.03 of this Agreement, Owner shall indemnify, defend, protect and hold Manager harmless for, from and against any loss, liability, cost, expense, damage claim or cause of action, including, without limitation, attorneys’ fees, court costs and other litigation expenses and costs, arising from any personal injury, loss of property or other matter occurring on or about any Project, relating to the acts or omissions of a Security Company, any claimed inadequacy of Security Services, the failure to provide Security Services or any other matter relating to the security of any Project. The indemnification obligations of Owner in this Section 2.03 shall survive the expiration or earlier termination of this Agreement.

General Operation. Subject to the limitations imposed by the Budget from time to time, Manager shall manage the Projects and Debt Investments in the same manner as is customary and usual in management of comparable investments, and shall provide such services as are customarily provided by operators and servicers of high quality projects and investments of comparable class and standing. Manager has received copies of agreements of limited partnership, joint venture partnership agreements and operating agreements of Owner and its affiliates as well as the articles of incorporation, bylaws, and registration statement on Form S-11 (no. 333-184476) of the Company, including all prospectus supplements and post-effective amendments thereto (collectively, the “Ownership Agreements”) and is familiar with the terms thereof. Advisor agrees to obtain and review copies of all mortgages on all properties and inform Manager of any restrictions relating to property use thereof. Manager will use reasonable care to avoid any act or omission which, in the performance of its duties hereunder, in any way conflicts with the terms of the Ownership Agreements or the mortgages in the absence of the express direction of the Conflicts CommitteeAdvisor, and Manager shall promptly notify Owner if any such conflict arises. In addition to the other obligations of Manager set forth herein, Manager shall render the following services and perform the following duties for Owner in connection with the Projects and Debt Investments in a commercially diligent and efficient manner: (a) maintain businesslike relations with tenants whose service requests shall be received, considered, recorded and acted upon in systematic fashion in order to show the action taken with respect to each; (b) collect all monthly rentals due from tenants and rent from users of recreational common area facilities in the Project, if any; (c) request, demand, collect, and receive any and all charges or rents which become due to Owner, and at Owner’s expense and the Company’s direction, coordinate and oversee such legal action as may be necessary or desirable to collect rent and/or evict tenants delinquent in payment of monthly rental or other charges (security deposits, late charges, etc.) as more particularly described in Section 2.10 below; (d) prepare or cause to be prepared for execution by the Owner (and/or the Company, as applicable) all forms, reports and returns, if any, required to be filed by or on behalf of the Owner under applicable federal, state or local laws and any other requirements relating to the employment of personnel (anything contained herein to the contrary notwithstanding, however, Manager shall not be obligated to prepare any of Owner’s or the Company’s state or federal income tax returns); (e) use all reasonable efforts at all times during the term of this Agreement to operate and maintain the Projects according to the highest standards achievable consistent with the operation of comparable quality unitsbuildings; (f) advertise when necessary, within the constraints of the Budget, the availability of units space for rental and display “for rent” or other similar signs upon the Projects, it being understood that Manager may install one or more signs on or about the Project stating that the Project is under management of Manager and may use, in a tasteful manner, Manager’s name and logo in any display advertising of the Project; (g) sign, renew and cancel tenant leases for the Project as agent for Owner, in compliance with standards established by Owner and once approved by Owner, on the lease form provided by Manager, and on terms based upon criteria approved from time to time by Owner and based upon Manager’s recommendations, and (h) monitor the performance of the Debt Investments, including (i) collecting amounts owed to the Owner, (ii) reviewing on an as-needed basis the properties serving, directly or indirectly, as collateral for the Debt Investments, the owners of those properties and the markets in general and (iii) maintaining escrow accounts, monitoring advances, monitoring loan covenants and reviewing insurance compliance. It is understood and agreed, however, that Manager shall not, and does not, provide security services to the Projects. Should the Owner choose to do so, the Owner may direct that Manager, on Owner’s behalf, separately contract with a non-affiliated company (a “Security Company”) providing alarm systems, patrol and/or similar services (“Security Services”). Manager shall have no duty to supervise or control performance of Security Services for any Security Company but Manager shall, if requested by Owner, evaluate and report its findings to Owner, as directed. Without limiting the provisions of Section 6.03 of this Agreement, Owner shall indemnify, defend, protect and hold Manager harmless for, from and against any loss, liability, cost, expense, damage claim or cause of action, including, without limitation, attorneys’ fees, court costs and other litigation expenses and costs, arising from any personal injury, loss of property or other matter occurring on or about any Project, relating to the acts or omissions of a Security Company, any claimed inadequacy of Security Services, the failure to provide Security Services or any other matter relating to the security of any Project. The indemnification obligations of Owner in this Section 2.03 shall survive the expiration or earlier termination of this Agreement.

General Operation. Subject to the limitations imposed by the Budget from time to time, Manager shall manage the Projects and Debt Investments in the same manner as is customary and usual in management of comparable investments, and shall provide such services as are customarily provided by operators and servicers of high quality projects and investments of comparable class and standing. Manager has received copies of agreements of limited partnership, joint venture partnership agreements and operating agreements of Owner and its affiliates as well as the articles of incorporation, bylaws, private placement memorandum of the Company dated September 15, 2009, including all supplements thereto, and registration statement on Form S-11 (no. 333-184476160463) of the Company, including all prospectus supplements and post-effective amendments thereto (collectively, the “Ownership Agreements”) and is familiar with the terms thereof. Advisor agrees to obtain and review copies of all mortgages on all properties and inform Manager of any restrictions relating to property use thereof. Manager will use reasonable care to avoid any act or omission which, in the performance of its duties hereunder, in any way conflicts with the terms of the Ownership Agreements or the mortgages in the absence of the express direction of the Conflicts Committee, and Manager shall promptly notify Owner if any such conflict arises. In addition to the other obligations of Manager set forth herein, Manager shall render the following services and perform the following duties for Owner in connection with the Projects and Debt Investments in a commercially diligent and efficient manner: (a) maintain businesslike relations with tenants whose service requests shall be received, considered, recorded and acted upon in systematic fashion in order to show the action taken with respect to each; (b) collect all monthly rentals due from tenants and rent from users of recreational facilities in the Project, if any; (c) request, demand, collect, and receive any and all charges or rents which become due to Owner, and at Owner’s expense and the Company’s direction, coordinate and oversee such legal action as may be necessary or desirable to collect rent and/or evict tenants delinquent in payment of monthly rental or other charges (security deposits, late charges, etc.) as more particularly described in Section 2.10 below; (d) prepare or cause to be prepared for execution by the Owner (and/or the Company, as applicable) all forms, reports and returns, if any, required to be filed by or on behalf of the Owner under applicable federal, state or local laws and any other requirements relating to the employment of personnel (anything contained herein to the contrary notwithstanding, however, Manager shall not be obligated to prepare any of Owner’s or the Company’s state or federal income tax returns; (e) use all reasonable efforts at all times during the term of this Agreement to operate and maintain the Projects according to the highest standards achievable consistent with the operation of comparable quality units; (f) advertise when necessary, within the constraints of the Budget, the availability of units for rental and display “for rent” or other similar signs upon the Projects, it being understood that Manager may install one or more signs on or about the Project stating that the Project is under management of Manager and may use, in a tasteful manner, Manager’s name and logo in any display advertising of the Project; (g) sign, renew and cancel tenant leases for the Project as agent for Owner, in compliance with standards established by Owner and approved by Owner, on the lease form provided by Manager, and on terms based upon criteria approved from time to time by Owner and based upon Manager’s recommendations, and (h) monitor the performance of the Debt Investments, including (i) collecting amounts owed to the Owner, (ii) reviewing on an as-needed basis the properties serving, directly or indirectly, as collateral for the Debt Investments, the owners of those properties and the markets in general and (iii) maintaining escrow accounts, monitoring advances, monitoring loan covenants and reviewing insurance compliance. It is understood and agreed, however, that Manager shall not, and does not, provide security services to the Projects. Should the Owner choose to do so, the Owner may direct that Manager, on Owner’s behalf, separately contract with a non-affiliated company (a “Security Company”) providing alarm systems, patrol and/or similar services (“Security Services”). Manager shall have no duty to supervise or control performance of Security Services for any Security Company but Manager shall, if requested by Owner, evaluate and report its findings to Owner, as directed. Without limiting the provisions of Section 6.03 of this Agreement, Owner shall indemnify, defend, protect and hold Manager harmless for, from and against any loss, liability, cost, expense, damage claim or cause of action, including, without limitation, attorneys’ fees, court costs and other litigation expenses and costs, arising from any personal injury, loss of property or other matter occurring on or about any Project, relating to the acts or omissions of a Security Company, any claimed inadequacy of Security Services, the failure to provide Security Services or any other matter relating to the security of any Project. The indemnification obligations of Owner in this Section 2.03 shall survive the expiration or earlier termination of this Agreement.

General Operation. Subject to the limitations imposed by the Budget from time to time, Manager shall manage the Projects and Debt Investments in the same manner as is customary and usual in management of comparable investments, and shall provide such services as are customarily provided by operators and servicers of high quality projects and investments of comparable class and standing. Manager has received copies of agreements of limited partnership, joint venture partnership agreements and operating agreements of Owner and its affiliates as well as the articles of incorporation, bylaws, and registration statement on Form S-11 (no. 333-184476333- ) of the Company, including all prospectus supplements and post-effective amendments thereto (collectively, the “Ownership Agreements”) and is familiar with the terms thereof. Advisor agrees to obtain and review copies of all mortgages on all properties and inform Manager of any restrictions relating to property use thereof. Manager will use reasonable care to avoid any act or omission which, in the performance of its duties hereunder, in any way conflicts with the terms of the Ownership Agreements or the mortgages in the absence of the express direction of the Conflicts Committee, and Manager shall promptly notify Owner if any such conflict arises. In addition to the other obligations of Manager set forth herein, Manager shall render the following services and perform the following duties for Owner in connection with the Projects and Debt Investments in a commercially diligent and efficient manner: (a) maintain businesslike relations with tenants whose service requests shall be received, considered, recorded and acted upon in systematic fashion in order to show the action taken with respect to each; (b) collect all monthly rentals due from tenants and rent from users of recreational facilities in the Project, if any; (c) request, demand, collect, and receive any and all charges or rents which become due to Owner, and at Owner’s expense and the Company’s direction, coordinate and oversee such legal action as may be necessary or desirable to collect rent and/or evict tenants delinquent in payment of monthly rental or other charges (security deposits, late charges, etc.) as more particularly described in Section 2.10 below; (d) prepare or cause to be prepared for execution by the Owner (and/or the Company, as applicable) all forms, reports and returns, if any, required to be filed by or on behalf of the Owner under applicable federal, state or local laws and any other requirements relating to the employment of personnel (anything contained herein to the contrary notwithstanding, however, Manager shall not be obligated to prepare any of Owner’s or the Company’s state or federal income tax returns; (e) use all reasonable efforts at all times during the term of this Agreement to operate and maintain the Projects according to the highest standards achievable consistent with the operation of comparable quality units; (f) advertise when necessary, within the constraints of the Budget, the availability of units for rental and display “for rent” or other similar signs upon the Projects, it being understood that Manager may install one or more signs on or about the Project stating that the Project is under management of Manager and may use, in a tasteful manner, Manager’s name and logo in any display advertising of the Project; (g) sign, renew and cancel tenant leases for the Project as agent for Owner, in compliance with standards established by Owner and approved by Owner, on the lease form provided by Manager, and on terms based upon criteria approved from time to time by Owner and based upon Manager’s recommendations, and (h) monitor the performance of the Debt Investments, including (i) collecting amounts owed to the Owner, (ii) reviewing on an as-needed basis the properties serving, directly or indirectly, as collateral for the Debt Investments, the owners of those properties and the markets in general general, and (iii) maintaining escrow accounts, monitoring advances, monitoring loan covenants and reviewing insurance compliance. It is understood and agreed, however, that Manager shall not, and does not, provide security services to the Projects. Should the Owner choose to do so, the Owner may direct that Manager, on Owner’s behalf, separately contract with a non-affiliated company (a “Security Company”) providing alarm systems, patrol and/or similar services (“Security Services”). Manager shall have no duty to supervise or control performance of Security Services for any Security Company but Manager shall, if requested by Owner, evaluate and report its findings to Owner, as directed. Without limiting the provisions of Section 6.03 of this Agreement, Owner shall indemnify, defend, protect and hold Manager harmless for, from and against any loss, liability, cost, expense, damage claim or cause of action, including, without limitation, attorneys’ fees, court costs and other litigation expenses and costs, arising from any personal injury, loss of property or other matter occurring on or about any Project, relating to the acts or omissions of a Security Company, any claimed inadequacy of Security Services, the failure to provide Security Services or any other matter relating to the security of any Project. The indemnification obligations of Owner in this Section 2.03 shall survive the expiration or earlier termination of this Agreement.

General Operation. Subject to the limitations imposed by the Budget from time to time, Manager shall manage the Projects and Debt Investments in the same manner as is customary and usual in management of comparable investments, and shall provide such services as are customarily provided by operators and servicers of high quality projects and investments of comparable class and standing. Manager has received copies of agreements of limited partnership, joint venture partnership agreements and operating agreements of Owner and its affiliates as well as the articles of incorporation, bylaws, and registration statement on Form S-11 (no. 333-184476207740) of the Company, including all prospectus supplements and post-effective amendments thereto (collectively, the “Ownership Agreements”) and is familiar with the terms thereof. Advisor agrees to obtain and review copies of all mortgages on all properties and inform Manager of any restrictions relating to property use thereof. Manager will use reasonable care to avoid any act or omission which, in the performance of its duties hereunder, in any way conflicts with the terms of the Ownership Agreements or the mortgages in the absence of the express direction of the Conflicts Committee, and Manager shall promptly notify Owner if any such conflict arises. In addition to the other obligations of Manager set forth herein, Manager shall render the following services and perform the following duties for Owner in connection with the Projects and Debt Investments in a commercially diligent and efficient manner: (a) maintain businesslike relations with tenants whose service requests shall be received, considered, recorded and acted upon in systematic fashion in order to show the action taken with respect to each; (b) collect all monthly rentals due from tenants and rent from users of recreational facilities in the Project, if any; (c) request, demand, collect, and receive any and all charges or rents which become due to Owner, and at Owner’s expense and the Company’s direction, coordinate and oversee such legal action as may be necessary or desirable to collect rent and/or evict tenants delinquent in payment of monthly rental or other charges (security deposits, late charges, etc.) as more particularly described in Section 2.10 below; (d) prepare or cause to be prepared for execution by the Owner (and/or the Company, as applicable) all forms, reports and returns, if any, required to be filed by or on behalf of the Owner under applicable federal, state or local laws and any other requirements relating to the employment of personnel (anything contained herein to the contrary notwithstanding, however, Manager shall not be obligated to prepare any of Owner’s or the Company’s state or federal income tax returns; (e) use all reasonable efforts at all times during the term of this Agreement to operate and maintain the Projects according to the highest standards achievable consistent with the operation of comparable quality units; (f) advertise when necessary, within the constraints of the Budget, the availability of units for rental and display “for rent” or other similar signs upon the Projects, it being understood that Manager may install one or more signs on or about the Project stating that the Project is under management of Manager and may use, in a tasteful manner, Manager’s name and logo in any display advertising of the Project; (g) sign, renew and cancel tenant leases for the Project as agent for Owner, in compliance with standards established by Owner and approved by Owner, on the lease form provided by Manager, and on terms based upon criteria approved from time to time by Owner and based upon Manager’s recommendations, and (h) monitor the performance of the Debt Investments, including (i) collecting amounts owed to the Owner, (ii) reviewing on an as-needed basis the properties serving, directly or indirectly, as collateral for the Debt Investments, the owners of those properties and the markets in general general, and (iii) maintaining escrow accounts, monitoring advances, monitoring loan covenants and reviewing insurance compliance. It is understood and agreed, however, that Manager shall not, and does not, provide security services to the Projects. Should the Owner choose to do so, the Owner may direct that Manager, on Owner’s behalf, separately contract with a non-affiliated company (a “Security Company”) providing alarm systems, patrol and/or similar services (“Security Services”). Manager shall have no duty to supervise or control performance of Security Services for any Security Company but Manager shall, if requested by Owner, evaluate and report its findings to Owner, as directed. Without limiting the provisions of Section 6.03 of this Agreement, Owner shall indemnify, defend, protect and hold Manager harmless for, from and against any loss, liability, cost, expense, damage claim or cause of action, including, without limitation, attorneys’ fees, court costs and other litigation expenses and costs, arising from any personal injury, loss of property or other matter occurring on or about any Project, relating to the acts or omissions of a Security Company, any claimed inadequacy of Security Services, the failure to provide Security Services or any other matter relating to the security of any Project. The indemnification obligations of Owner in this Section 2.03 shall survive the expiration or earlier termination of this Agreement.