LIMITED LIABILITY COMPANY AGREEMENT OF MPT OF BLOOMINGTON, LLC
Exhibit 3.91
OF
MPT OF BLOOMINGTON, LLC
THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), is made and entered into
as of April 2, 2005, by and between MPT OPERATING PARTNERSHIP, L.P., a Delaware
limited partnership (hereinafter referred to as the “Sole Member”), and MPT OF
BLOOMINGTON, LLC, a Delaware limited liability company (the “Company”).
W I T
N E S S E T H:
WHEREAS, the Company was organized pursuant to the Delaware Limited Liability Company Act
(the “Act”), as set forth in the Delaware Code, § 18-101 et seq., as the
same may be amended from time to time on April 2, 2005;
WHEREAS, the parties desire to enter into this Limited Liability Company Agreement.
NOW, THEREFORE, in consideration of the premises and the mutual covenants and
agreements set forth below, the parties hereby agree as follows:
1. MEMBERSHIP INTERESTS. The Sole Member currently owns one hundred percent (100%)
of the percentage interests in the Company.
2. MANAGEMENT BY MEMBERS. Management of the Company shall be vested in its members.
The members shall have the exclusive right, power and authority to manage and operate the
business and affairs of the Company and to authorize any act or transaction on behalf of the
Company. The members may from time to time appoint and delegate authority to act on behalf
of the Company to such officers as the members deem appropriate. Any deed, agreement or
other instrument, whether or not for apparently carrying on in the usual way the business or
affairs of the Company, shall be binding on the Company and may be relied upon by any person
or entity which is supplied with such executed deed, agreement or other instrument, if the
same is executed on behalf of the Company by a member.
3. GOVERNING LAW. This Agreement shall be interpreted, construed and enforced in
accordance with the Act and the laws of the State of Delaware, without giving effect to its
choice of law provisions.
4. ENTIRE AGREEMENT. This Limited Liability Company Agreement constitutes the entire
agreement of the parties and supersedes all prior agreements, whether written or oral.
5. AMENDMENTS. No amendments of this Agreement shall be valid unless it is set
forth in a writing signed by the members of the Company.
IN WITNESS WHEREOF, the parties have executed and delivered this Limited Liability Company
Agreement on the date first set forth above.
MPT OPERATING PARTNERSHIP, L.P. |
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By: | /s/ Xxxxxx X. Xxxxx, Xx. | |||
Xxxxxx X. Xxxxx, Xx. | ||||
President and Chief Executive Officer | ||||
MPT OF BLOOMINGTON, LLC BY: MPT OPERATING PARTNERSHIP, L.P. ITS: SOLE MEMBER |
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By: | /s/ Xxxxxx X. Xxxxx, Xx. | |||
Xxxxxx X. Xxxxx, Xx. | ||||
President and Chief Executive Officer | ||||
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