Common use of Designated Entities Clause in Contracts

Designated Entities. Notwithstanding anything to the contrary contained herein (including this Article): (a) neither the Borrower nor any Restricted Subsidiary shall make any Investment in or otherwise transfer any asset to any Designated Entity other than (i) pursuant to cash loans evidenced by promissory notes that are pledged as Collateral under the Security Documents (but released upon the Release Date); provided, that to the extent any Designated Entity has Contractual Obligations existing on the Closing Date which prohibit the incurrence by such Designated Entity of Indebtedness (including pursuant to such promissory notes), the Borrower and the Restricted Subsidiaries may, to the extent of such prohibitions, make cash equity contributions to such Designated Entity, (ii) credit support provided in the ordinary course of business to support obligations other than Debt of such Designated Entity (such as and including posting of cash and/or letters of credit, delivery of performance guarantees or similar agreements and arrangements to guaranty the timely and complete performance of such Designated Entity) and (iii) Investments and transfers of assets (other than cash, Cash Equivalents, or any power generation facility) and payments for goods and services in the ordinary course of business; and (b) no Designated Entity shall incur or permit to exist any Indebtedness other than (i) pursuant to clause (a)(i) above, (ii) Existing Indebtedness in respect of which it is obligated and (iii) Permitted Refinancing Indebtedness with respect to any such Existing Indebtedness.

Designated Entities. Notwithstanding anything to the contrary contained herein (including this Article): (a) neither the Borrower nor any Restricted Subsidiary shall make any Investment in or otherwise transfer any asset to any Designated Entity other than (i) pursuant to cash loans evidenced by promissory notes that are pledged as Collateral under the Security Documents (but released upon the Release Date)Documents; provided, that to the extent any Designated Entity has Contractual Obligations existing on the Closing Date December 22, 2004 which prohibit the incurrence by such Designated Entity of Indebtedness (including pursuant to such promissory notes), the Borrower and the Restricted Subsidiaries may, to the extent of such prohibitions, make cash equity contributions to such Designated Entity, (ii) credit support provided in the ordinary course of business to support obligations other than Debt of such Designated Entity (such as and including posting of cash and/or letters of credit, delivery of performance guarantees or similar agreements and arrangements to guaranty the timely and complete performance of such Designated Entity) and (iii) Investments and transfers of assets (other than cash, Cash Equivalents, or any power generation facility) and payments for goods and services in the ordinary course of business; and (b) no Designated Entity shall incur or permit to exist any Indebtedness other than (i) pursuant to clause (a)(i) above, (ii) Existing Indebtedness in respect of which it is obligated and (iii) Permitted Refinancing Indebtedness with respect to any such Existing Indebtedness.