1. Parties: Identification of the hotel owner and the hotel management company
2. Background: Context of the agreement, including property details and purpose of the management arrangement
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Appointment and Term: Scope of manager's appointment, duration of the agreement, and renewal terms
5. Manager's Rights and Responsibilities: Comprehensive outline of the management company's authority, duties, and operational responsibilities
6. Owner's Rights and Obligations: Owner's roles, responsibilities, and retained rights regarding the property
7. Staff and Employment Matters: Employment arrangements, staff policies, and allocation of employment responsibilities
8. Operating Standards: Required service standards, brand standards, and quality requirements
9. Budgets and Financial Management: Budget preparation, approval process, and financial reporting requirements
10. Fees and Payment Terms: Management fees structure, including base fees, incentive fees, and payment terms
11. FF&E and Capital Expenditure: Provisions for furniture, fixtures, equipment, and capital improvement requirements
12. Insurance and Indemnification: Required insurance coverage and mutual indemnification provisions
13. Termination: Grounds for termination, termination process, and consequences
14. Post-Termination Obligations: Transition requirements and obligations after contract termination
15. Intellectual Property: Usage rights for brands, trademarks, and proprietary systems
16. Confidentiality: Protection of confidential information and trade secrets
17. Dispute Resolution: Procedures for resolving disputes between parties
18. Force Majeure: Provisions for handling unforeseen circumstances and force majeure events
19. Governing Law and Jurisdiction: Specification of Irish law as governing law and jurisdiction
20. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
