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1.13 "Manager" shall mean Kitson & Partners Club Services, a corporation <br />organized and operating pursuant to the laws of the State of Delaware, with offices at <br />4500 PGA Boulevard, Palm Beach Gardens, 33418. <br />1.14 "Membership" shall mean individual or corporate membership in the <br />Blackthorn Golf Association, as detailed in the Operations Policies. <br />1.15 "Minimum Maintenance Standards" shall mean the Minimum <br />Maintenance Standards of the Blackthorn Golf Course, a copy of which is attached hereto <br />as Exhibit "A" as the same maybe amended from time to time. <br />1.16 "Operations Policies" shall mean the Operations Policies of the Blackthorn <br />Golf Course, a copy of which is attached hereto as Exhibit "B" as the same may be <br />amended from time to time. <br />1.17 "Owner" shall mean the South Bend Redevelopment Commission, as <br />lessee pursuant to that certain lease dated July 1, 1992, by and between the South Bend <br />Redevelopment Authority as lessor and the South Bend Redevelopment Commission, <br />1200 County City Building, South Bend, Indiana 46601. <br />1.18 "Owner Events" shall mean any event or activity held at the Golf Course <br />under the authority of the Owner, the South Bend Redevelopment Authority, the City of <br />South Bend and/or the St. Joseph County Airport Authority. <br />SECTION 2 <br />APPOINTMENT OF MANAGER; OBJECTIVES <br />2.1 Appointment of Manager. Subject to the terms and conditions of this <br />Management Agreement, Owner hereby appoints Manager as its Manager of the Golf <br />Course to provide all Management Services with respect to the management and <br />operation of the Golf Course. This designation shall remain effective for the term of this <br />Agreement and any extensions or renewals thereof, unless sooner terminated or provided <br />for herein. <br />2.2 Acceptance of Appointment. Manager hereby accepts such appointment and <br />agrees reasonably to cooperate with Owner in creating, approving, and implementing all <br />decisions and actions with respect to its responsibilities and obligations under this <br />Management Agreement. <br />2.3 Independent Contractor Status. Regardless of any other language contained <br />in this agreement, it is expressly understood and agreed that this Agreement shall cause <br />Manager to be an independent contractor, managing and operating the Golf Course on <br />Owner's behalf and shall not create any employer-employee, joint venture, or partnership <br />-4- <br />