SPC Member definition
Examples of SPC Member in a sentence
The Bankruptcy (as defined in Sections 18-101(1) and 18-304 of the Act) of any member or Springing Member shall not cause such member or Springing Member to cease to be a member of Borrower or SPC Member, as the case may be, and upon the occurrence of such an event, the business of Borrower or SPC Member, as the case may be, shall continue without dissolution.
Each Independent Manager will at all times comply, and will cause Borrower and SPC Member to comply, with each of the representations, warranties and covenants contained in this Section 3.1.24 as if such representation, warranty or covenant was made directly by the Independent Managers and the SPC Member.
Borrower and SPC Member shall each have as an independent manager (each an "Independent Manager") a Delaware corporation which is a single purpose entity whose sole asset is its interest in the Borrower; each of such Independent Managers shall be different corporate entities.
Prior to its admission to Borrower or SPC Member, as the case may be, as a member of Borrower or SPC Member, as the case may be, pursuant to this subparagraph (v), each Springing Member shall have no interest (economic or otherwise) and is not a member of Borrower or SPC Member.
Pursuant to Section 18-301 of the Act, each Springing Member shall not be required to make any capital contributions to Borrower or SPC Member, as the case may be, and shall not receive any limited liability company interest in Borrower or SPC Member, as the case may be.
Upon the death, resignation, dissolution or other event that causes a Springing Member to be unable to fulfill its obligations under the operating agreement of Borrower or SPC Member, as the case may be, or, if admitted as a member of Borrower or SPC Member, it shall cease to be a member of Borrower or SPC Member, as the case may be, a new Springing Member shall be appointed and sign an amendment to the operating agreement of Borrower or SPC Member, as the case may be, acknowledging such an appointment.
In any case described in clause (i), the SPC Member and the Beneficial Owner, and in any case described in clause (ii), the Independent Director and the Beneficial Owner, shall cause the Borrower at all times to comply with each of the representations, warranties, and covenants contained in this Section 5.4.
Borrower shall not cause or permit the board of directors of Mortgagor (or each general partner or SPC Member of Borrower, as applicable) to take any action which, under the terms of any certificate of incorporation, by-laws or any voting trust agreement with respect to any common stock, requires a vote of the board of directors of Borrower (or each general partner or SPC Member of Borrower, as applicable) unless at the time of that action there shall be at least one member who is an Independent Director.
Each of the ----------------------------------- Issuer and the SPC Member hereby acknowledges that the parties to the Transaction Documents are entering into the transactions contemplated by the Transaction Documents in reliance on the Issuer's identity as a legal entity separate from the Originator, the Seller, the Transferor and the other members of the Parent Affiliated Group.
If Borrower is a limited partnership or a limited liability company, each general partner or managing member (an "SPC MEMBER") is a corporation whose sole asset is its interest in Borrower and each general partner or SPC Member will at all times comply, and will cause Borrower to comply, with each of the representations, warranties, and covenants contained in this Paragraph 6.K as if that representation, warranty or covenant was made directly by that general partner or SPC Member.