2025-462-E-DEAPR-Recreation Factory Partners-portsplex Management Agreement

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Owner, with Manager having signature authority in such employees of Manager as Manager shall reasonably determine provided such employees are properly bonded as specified herein. All revenues collected by Manager from the operation of or in any way related to the Facility shall be deposited into such accounts and Operating Expenses shall be paid by Manager from such accounts. All revenues collected by Manager arising from, related to or payable in connection with the Facility, including but not limited to revenues from membership fees, user fees, box office sales, facility or equipment rentals, utility rental agreements, food and beverage concessions, naming or pouring rights, licensing agreements, sales, marketing, leasing or other commissions, or any other source, are the sole property of the Owner, held in trust by Manager for the Owner for application as provided herein. Any amounts remaining in such accounts upon termination or expiration of this Agreement for any reason, after payment of all outstanding Operating Expenses, shall be the sole property of the Owner and shall be promptly paid by Manager to the Owner. 8.8 Ticket Sales Revenues. Manager shall hold in a separate interest-bearing account in a banking institution depository designated by the Owner any ticket sale revenues which it receives with respect to an event to be held at the Facility pending the completion of the event. Such monies are to be held for the protection of ticket purchasers, the Owner, and Manager, and to provide a source of funds as required for such payments to performers and promoters and for such payments of Operating Expenses in connection with the presentation of events as may be required to be paid contemporaneously with the event. Following the satisfactory completion of the events, Manager shall deposit such ticket sales revenues into the Operating Account(s), established herein, and shall pay from the Operating Account all event expenses and provide the Owner with a full event settlement report along with, upon request of the Owner, copies of paid receipts from all vendors, promoters, performers, and other payees of any portion of the ticket sale revenues, and/or other details of such payments. Interest which accrues on amounts deposited in the Operating Account(s) referred to herein and the ticket account referred to above shall be considered Operating Revenues. Bank service charges, if any, on such account(s) shall be considered Operating Expenses. To the extent that Manager collects such ticket sale revenue on behalf of such promoter or performer, such ticket sale revenue shall be the source of funds from which Manager collects the rental charges and other event reimbursements due by such promoter or performer for use of the Facility, which charges and reimbursements are Operating Revenues hereunder. 8.9 Capital Improvements; Capital Equipment. The obligation to pay for, and authority to perform, direct, and supervise Capital Improvements and Capital Equipment purchases shall remain with the Owner. The annual plan submitted by Manager shall include Manager’s recommendation for Capital Improvements and Capital Equipment purchases to be accomplished during the Fiscal Year and shall be accompanied by an estimate of the cost of all such items and projects and a request that the Owner budget funds therefor. The Owner shall retain the sole discretion to determine whether and to what level to fund Capital Improvements and Capital Equipment purchases to the Facility. Upon the satisfaction of the foregoing Operating Expenses, the Owner may direct surplus Operating Expenses toward the costs of Capital Improvements and Capital Equipment, Facility debt service, and indirect and overhead costs of administrative services provided by the Owner. 8.10 Funding of Facility. The parties agree the Manager shall not be considered to have a funding obligation to fund the operation of the Facility in the event that the Owner Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE