Common use of Separateness Provisions Clause in Contracts

Separateness Provisions. (a) So long as STORE Capital or an Affiliate of the Issuers is the Property Manager, the Property Manager shall at all times take all steps necessary and appropriate to maintain its own separateness from each Issuer, and maintain the separateness of all Affiliates of the Property Manager and other properties that the Property Manager manages from the Issuers and from the Properties and Mortgage Loans. Without limiting the foregoing: (i) the Property Manager will not hold its credit out as available to pay or support (as guarantor or otherwise) any of the Issuers’ obligations and it will not pay any such Issuer’s obligations or expenses from the Property Manager’s funds (other than expenses or advances required by this Agreement to be made by the Property Manager), (ii) the Property Manager will not make any loans to or borrow any funds from any Issuer (except as provided in clause (i) above), (iii) the Property Manager will not permit the Issuers’ assets to be included in or consolidated within the Property Manager’s financial statements without including a note indicating that the assets and credit of the Issuers are not available to pay the debts of the Property Manager and that its liabilities do not constitute obligations of any Issuer. Notwithstanding the foregoing, the Property Manager or its Affiliates may make capital contributions, on a non-regular basis, to any of the Issuers. (b) Notwithstanding any provisions to the contrary contained in the Agreement and so long as STORE Capital or an Affiliate of any Issuer is the Property Manager, the Property Manager agrees that each Issuer is a “single purpose entity” and that each Issuer must maintain such status so long as the Notes remain outstanding as set forth in such Issuer’s organizational documents. Accordingly, the Property Manager shall: (i) hold itself out to the public as the ultimate parent of each Issuer, legally distinct from such Issuer, and shall conduct its duties and obligations on behalf of such Issuer in its own name and shall correct any known misunderstanding regarding its separate identity from such Issuer, and shall not identify itself as a department or division of such Issuer or such Issuer as a division or department of the Property Manager; (ii) in the management, servicing and administration of the Properties, Leases and Mortgage Loans, use the related Issuer’s separate stationery, invoices or checks for letters, invoices or checks to be signed by such Issuer; and (iii) shall pay each Issuer’s liabilities solely from such Issuer’s funds (except that the Property Manager shall make all Advances required to be made by the Property Manager by this Agreement). (c) So long as STORE Capital or an Affiliate of any Issuer is the Property Manager, the Property Manager shall bring any legal proceedings to collect rent, principal or interest or other income from the Properties and Mortgage Loans, or to oust or dispossess a Tenant or other Person from a Property or foreclose on a Mortgage Loan, only in the name of the related Issuer and at such Issuer’s expense. (d) So long as STORE Capital or an Affiliate of any Issuer is the Property Manager, the Property Manager shall submit Leases and Mortgage Loans, service contracts and other contracts, including amendments thereto, to the related Issuer for execution by such Issuer. So long as STORE Capital or an Affiliate of any Issuer is the Property Manager, the Property Manager shall not bind any Issuer in respect of any term or condition of any such Lease, Mortgage Loan or contract except in Leases, Mortgage Loans or other contracts that are executed by the applicable Issuer.

Separateness Provisions. (a) So long as STORE Capital AF Properties or an Affiliate of the Issuers is the Property Manager, the Property Manager shall at all times take all steps necessary and appropriate to maintain its own separateness from each Issuer, and maintain the separateness of all Affiliates of the Property Manager and other properties that the Property Manager manages from the Issuers and from the Properties and Mortgage LoansProperties. Without limiting the foregoing: (i) the Property Manager will not hold its credit out as available to pay or support (as guarantor or otherwise) any of the Issuers’ obligations and it will not pay any such Issuer’s obligations or expenses from the Property Manager’s funds (other than expenses or advances required by this Agreement to be made by the Property Manager), (ii) the Property Manager will not make any loans to or borrow any funds from any Issuer (except as provided in clause (i) above), (iii) the Property Manager will not permit the Issuers’ assets to be included in or consolidated within the Property Manager’s financial statements without including a note indicating that the assets and credit of the Issuers are not available to pay the debts of the Property Manager and that its liabilities do not constitute obligations of any Issuer. Notwithstanding the foregoing, the Property Manager or its Affiliates may make capital contributions, on a non-regular basis, to any of the Issuers. (b) Notwithstanding any provisions to the contrary contained in the Agreement and so long as STORE Capital AF Properties or an Affiliate of any Issuer is the Property Manager, the Property Manager agrees that each Issuer is a “single purpose entity” and that each Issuer must maintain such status so long as the Notes remain outstanding as set forth in such Issuer’s organizational documents. Accordingly, the Property Manager shall: (i) hold itself out to the public as the ultimate parent of each Issuer, legally distinct from such Issuer, and shall conduct its duties and obligations on behalf of such Issuer in its own name and shall correct any known misunderstanding regarding its separate identity from such Issuer, and shall not identify itself as a department or division of such Issuer or such Issuer as a division or department of the Property Manager; (ii) in the management, servicing and administration of the Properties, Leases Properties and Mortgage LoansLeases, use the related Issuer’s separate stationery, invoices or checks for letters, invoices or checks to be signed by such Issuer; and (iii) shall pay each Issuer’s liabilities solely from such Issuer’s funds (except that the Property Manager shall make all Advances required to be made by the Property Manager by this Agreement). (c) So long as STORE Capital AF Properties or an Affiliate of any Issuer is the Property Manager, the Property Manager shall bring any legal proceedings to collect rent, principal or interest rent or other income from the Properties and Mortgage LoansProperties, or to oust or dispossess a Tenant or other Person from a Property or foreclose on a Mortgage LoanProperty, only in the name of the related Issuer and at such Issuer’s expense. (d) So long as STORE Capital or an Affiliate of any Issuer is the Property Manager, the Property Manager shall submit Leases and Mortgage Loans, service contracts and other contracts, including amendments thereto, to the related Issuer for execution by such Issuer. So long as STORE Capital or an Affiliate of any Issuer is the Property Manager, the Property Manager shall not bind any Issuer in respect of any term or condition of any such Lease, Mortgage Loan or contract except in Leases, Mortgage Loans or other contracts that are executed by the applicable Issuer.

Separateness Provisions. (a) So long as STORE Capital the Company or an Affiliate of the Issuers Borrowers is the Property Manager, the Property Manager shall at all times take all steps necessary and appropriate to maintain its own separateness from each IssuerBorrower, and maintain the separateness of all Affiliates of the Property Manager and other properties that the Property Manager manages from the Issuers Borrowers and from the Properties and Mortgage Loans. Without limiting the foregoing: (i) the Property Manager will not hold its credit out as available to pay or support (as guarantor or otherwise) any of the IssuersBorrowers’ obligations and it will not pay any such IssuerBorrower’s obligations or expenses from the Property Manager’s funds (other than expenses or advances required by this Agreement to be made by the Property Manager), (ii) the Property Manager will not make any loans to or borrow any funds from any Issuer Borrower (except as provided in clause (i) above), (iii) the Property Manager will not permit the IssuersBorrowers’ assets to be included in or consolidated within the Property Manager’s financial statements without including a note indicating that the assets and credit of the Issuers Borrowers are not available to pay the debts of the Property Manager and that its liabilities do not constitute obligations of any IssuerBorrower. Notwithstanding the foregoing, the Property Manager or its Affiliates may make capital contributions, on a non-regular basis, to any of the IssuersBorrowers. (b) Notwithstanding any provisions to the contrary contained in the Agreement and so long as STORE Capital the Company or an Affiliate of any Issuer Borrower is the Property Manager, the Property Manager agrees that each Issuer Borrower is a “single purpose entity” and that each Issuer Borrower must maintain such status so long as the Notes remain Loan remains outstanding as set forth in such IssuerBorrower’s organizational documents. Accordingly, the Property Manager shall: (i) hold itself out to the public as the ultimate parent of each IssuerBorrower, legally distinct from such IssuerBorrower, and shall conduct its duties and obligations on behalf of such Issuer Borrower in its own name and shall correct any known misunderstanding regarding its separate identity from such IssuerBorrower, and shall not identify itself as a department or division of such Issuer Borrower or such Issuer Borrower as a division or department of the Property Manager; (ii) in the management, servicing and administration of the Properties, Leases and Mortgage Loans, use the related IssuerBorrower’s separate stationery, invoices or checks for letters, invoices or checks to be signed by such IssuerBorrower; and (iii) shall pay each IssuerBorrower’s liabilities solely from such IssuerXxxxxxxx’s funds (except that the Property Manager shall make all Advances required to be made by the Property Manager by this Agreement). (c) So long as STORE Capital the Company or an Affiliate of any Issuer Borrower is the Property Manager, the Property Manager shall bring any legal proceedings to collect rent, principal or interest or other income from the Properties and Mortgage Loans, or to oust or dispossess a Tenant or other Person from a Property or foreclose on a Mortgage Loan, only in the name of the related Issuer Borrower and at such IssuerBorrower’s expense. (d) So long as STORE Capital the Company or an Affiliate of any Issuer Borrower is the Property Manager, the Property Manager shall submit Leases and Mortgage Loans, service contracts and other contracts, including amendments thereto, to the related Issuer Borrower for execution by such IssuerBorrower. So long as STORE Capital the Company or an Affiliate of any Issuer Borrower is the Property Manager, the Property Manager shall not bind any Issuer Borrower in respect of any term or condition of any such Lease, Mortgage Loan or contract except in Leases, Mortgage Loans or other contracts that are executed by the applicable IssuerBorrower.