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<br /> other fees payable to third parties (e.g. commissions relating to food, beverage and
<br /> merchandise concessions services and Commercial Rights sales), (xxv) cost of complying
<br /> with any Laws, (xxvi) costs incurred by Manager to settle or defend any claims asserted
<br /> against Manager arising out of its operations at the Facility on behalf of Owner. The term
<br /> Operating Expenses does not include legal fees and costs or litigation damages.
<br /> Operating Revenues: Any and all revenues of any kind or nature derived from
<br /> owning, operating, managing, and promoting the Facility, including, but not limited to:
<br /> license, lease, and Concession Revenue and rentals, revenues from memberships and
<br /> Facility user fees, revenues from merchandise sales, advertising and sponsorship sales
<br /> and renewals, event sponsorship revenues, equipment rentals, utility revenues, box office
<br /> revenues, ticket surcharges, ticket service fees, parking revenues, food services and
<br /> concession revenues (however, if such revenues are collected in the first instance by and
<br /> retained by the concessionaire, only the amount of such revenues paid by the
<br /> concessionaire to the Manager shall be included as Operating Revenues), commissions
<br /> or other revenues from decoration and set-up, security and other subcontractors (however
<br /> if such revenues are collected in the first instance by and retained by such subcontractors,
<br /> only the amount of such revenues paid by such contractors to the Manager shall be
<br /> included as Operating Revenues), miscellaneous operating revenues, revenues
<br /> generated from separate agreements with Manager Affiliates pertaining to the Facility, and
<br /> interest revenues, all as determined in accordance with generally accepted accounting
<br /> principles and recognized on a full accrual/cash basis. The parties acknowledge that
<br /> revenues from the sale of tickets for events at the Facility are not Operating Revenues, but
<br /> are instead revenues of the promoter or performer of each such event.
<br /> Operations Manual: The document developed by Manager, in consultation with
<br /> Owner, which shall contain terms regarding the management and operation of the Facility
<br /> including detailed policies and procedures to be implemented in operating the Facility,
<br /> as agreed upon by both the Owner and the Manager.
<br /> Owner: The term "Owner" shall have the meaning ascribed to such term in the
<br /> first paragraph to this Agreement and includes its successors and permitted assigns.
<br /> Regulatory Approvals: All applicable governmental or regulatory approvals,
<br /> authorizations, consents, licenses, or permits.
<br /> Service Contracts: Agreements for services to be provided in connection with the
<br /> operation of the Facility, including without limitation agreements for consulting services,
<br /> ticketing, web development and maintenance, computer support services, FF&E
<br /> purchasing services, engineering services, electricity, steam, gas, fuel, general
<br /> maintenance, HVAC maintenance, telephone, staffing personnel including guards, ushers
<br /> and ticket-takers, extermination, elevators, stage equipment, fire control panel and other
<br /> safety equipment, snow removal and other services which are deemed by Manager to be
<br /> either necessary or useful in operating the Facility. All such contracts shall be listed in a
<br /> Schedule of Existing Agreements.
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