. All capital terms herein and not otherwise defined shall have themeaning as defined in the Management Agreement. In addition to the terms defined elsewherein this Agreement, the following terms shall have the meanings assigned to them herein, unlessthe context otherwise indicates:
” shall have the meaning set forth in Section 7.1.
Approving Tax Opinion
” shall mean the opinion of tax counsel experienced in federal
income tax matters related to state and local bonds, within the meaning of Section 103 of the
Internal Revenue Code of 1986, as amended (the “
”), and qualified bonds, within the
meaning of Section 141 of the Code, to the effect that a proposed action, waiver or amendmentwill not, without more, impair any exclusion of the interest on any outstanding issues of obligations that were issued to finance the TEE Center, or result in the disallowance of any creditagainst federal income tax or payable to the issuer of such obligations by the U.S. TreasuryDepartment.
” or “
” shall mean any expenditure totaling at
least $5,000 for the acquisition, construction, reconstruction, repair or replacement of a singleitem or project that (i) becomes part of the Conference Center Annex, and (2) is required orallowed to be capitalized under the accounting guidelines of Augusta, Georgia and GAAP.
Manager shall not “mark
up” or otherwise add any profit or administrative charge to any Capital
” shall mean the property created by a Capital Expenditure.
Examples of Capital Improvements include, but are not limited to, equipment, furniture, fixtures,roof, HVAC components, carpet, windows, wallpaper, and interior and exterior walls.
” shall have the meaning ascribed thereto by Section 5.3(a) hereof
but shall not include any officer or member of Caterer or any person who, directly or indirectly,otherwise owns an interest in Caterer or any affiliate thereof .
” shall mean all
actual and direct expenses the timing and amount of which is determined by using GAAP other than Capital Expenses for Food Services to the extentpaid or incurred by Caterer for the delivery of Food Services hereunder, including, but notlimited to the following: (a) Salary Costs; (b) operating supplies; (c) utility and telephonecharges; (d) repair and maintenance costs; (e) equipment rental costs; (f) insurance costs; (g)security costs; (h) cleaning expenses; (i) cost of food, beverage and other catering supplies andexpenses; (j) Catering Fee; (k) alcohol licenses and (l) any other expenses incurred by Caterer inproviding Food Services to the TEE Center that would be considered operating expenses underGAAP.
l have the meaning set forth in Section 3.1.
” shall mean the gross revenues
of Caterer or any affiliate fromFood Services. The time and amount of Catering Revenues shall be determined using GAAP.