Issuer Member definition
Examples of Issuer Member in a sentence
So long as STORE Capital or an Affiliate of an Issuer is the Property Manager, the Determination Date Report shall also contain a certification by the Property Manager that each Issuer has not incurred any indebtedness except indebtedness permitted by any applicable limited liability company agreement of the related Issuer Member or the Transaction Documents.
Any certificate or opinion of an Authorized Officer of an Issuer or Issuer Member may be based, insofar as it relates to legal matters, upon a certificate or opinion of, or representations by, counsel, unless such officer knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion is based are erroneous.
The duties of each Issuer will be performed on behalf of such Issuer by its Board of Managers or the related Issuer Member pursuant to the applicable Limited Liability Company Agreement.
Each Issuer Member shall be a limited liability company whose sole assets are its interest in the Issuers and such Issuer Member will at all times comply, and will cause the Issuers to comply, with each of the applicable representations, warranties, and covenants contained in this Indenture (including any Series Supplement) as if such representation, warranty or covenant was made directly by such Issuer Member.
This Indenture, and any provisions hereof, may not be modified, amended, waived, extended, changed, discharged or terminated orally or by any act or failure to act on the part of any Issuer, Issuer Member or the Indenture Trustee, but only by an agreement in writing signed by the party against whom enforcement of any modification, amendment, waiver, extension, change, discharge or termination is sought and otherwise in accordance herewith.
The Issuers, Issuer Member and any director, manager, officer, employee or agent of any Issuer or Issuer Member, may rely in good faith on any document of any kind which, prima facie, is properly executed and submitted by any Person respecting any matters arising hereunder.
None of the Issuers, Issuer Member, or any of the directors, managers, officers, employees, agents or Control Persons of any Issuer or Issuer Member, shall be under any liability to the Noteholders for any action taken or for refraining from the taking of any action in good faith pursuant to this Agreement, or for errors in judgment.
This Indenture, and any provisions hereof, may not be modified, amended, waived, extended, changed, discharged or terminated orally or by any act or failure to act on the part of any Issuer, Issuer Member, Property Owner or the Indenture Trustee, but only by an agreement in writing signed by the party against whom enforcement of any modification, amendment, waiver, extension, change, discharge or termination is sought and otherwise in accordance herewith.
Any certificate or opinion of an Authorized Officer of an Issuer or Issuer Member or Property Owner may be based, insofar as it relates to legal matters, upon a certificate or opinion of, or representations by, counsel, unless such officer knows, or in the exercise of reasonable care should know, that the certificate or opinion or representations with respect to the matters upon which his certificate or opinion is based are erroneous.
The Issuer Member shall at all times comply, and will cause the Issuer and Property Owners to comply, with each of the applicable representations, warranties, and covenants contained in this Indenture (including any Series Supplement) and the Property Owner Guaranty, as applicable, as if such representation, warranty or covenant was made directly by the Issuer Member.