Common use of Separate Credit Clause in Contracts

Separate Credit. The Company shall not permit either the General Partner or the Partnership (i) to pay its own liabilities from a source other than its own funds, (ii) to guarantee or become obligated for the debts of any other Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership, (iii) to hold out its credit as being available to satisfy the obligations of any other Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership, (iv) to acquire obligations or debt securities of any member of the Regency Group or (v) to pledge its assets for the benefit of any Person or to make loans or advances to any Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership; provided, however, that the Company, the General Partner or the Partnership may engage in any transaction described in clauses (ii)-(v) of this Section 2.08(d) if prior Special Approval has been obtained for such transaction and either (A), in the case of transactions described in clauses (ii) and (iii), the Conflicts Committee has determined, or has obtained reasonable written assurance from a nationally recognized firm of independent public accountants or a nationally recognized investment banking or valuation firm, that the borrower or recipient of the credit extension is not then insolvent and will not be rendered insolvent as a result of such transaction or (B), in the case of transactions described in clause (iv), such transaction is completed through a public auction or a nationally recognized exchange.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Regency Energy Partners LP)

Separate Credit. The Company shall not permit either the General Partner or the Partnership (i) to pay its own liabilities from a source other than its own funds, (ii) to guarantee or become obligated for the debts of any other Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership, (iii) to hold out its credit as being available to satisfy the obligations of any other Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership, (iv) to acquire obligations or debt securities of any member of the Regency Group or (v) to pledge its assets for the benefit of any Person or to make loans or advances to any Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership; provided, however, that the Company, the General Partner or the Partnership may engage in any transaction described in clauses (ii)-(v) of this Section 2.08(d2.8(d) if prior Special Approval has been obtained for such transaction and either (A), in the case of transactions described in clauses (ii) and (iii), the Conflicts Committee has determined, or has obtained reasonable written assurance from a nationally recognized firm of independent public accountants or a nationally recognized investment banking or valuation firm, that the borrower or recipient of the credit extension is not then insolvent and will not be rendered insolvent as a result of such transaction or (B), in the case of transactions described in clause (iv), such transaction is completed through a public auction or a nationally recognized exchange.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Regency Energy Partners LP)

Separate Credit. The Company shall not permit either the General Partner or the Partnership (i) to pay its own liabilities from a source other than its own funds, (ii) to guarantee or become obligated for the debts of any other Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership, (iii) to hold out its credit as being available to satisfy the obligations of any other Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership, (iv) to acquire obligations or debt securities of any member of the Regency UCH Group or (v) to pledge its assets for the benefit of any Person or to make loans or advances to any Person, except its Subsidiaries and, in the case of the Company, the General Partner and the Partnership; provided, however, that the Company, the General Partner or the Partnership may engage in any transaction described in clauses (ii)-(v) of this Section 2.08(d2.8(d) if prior Special Approval has been obtained for such transaction and either (A), in the case of transactions described in clauses (ii) and (iii), the Conflicts Committee has determined, or has obtained reasonable written assurance from a nationally recognized firm of independent public accountants or a nationally recognized investment banking or valuation firm, that the borrower or recipient of the credit extension is not then insolvent and will not be rendered insolvent as a result of such transaction or (B), in the case of transactions described in clause (iv), such transaction is completed through a public auction or a nationally recognized exchange.

Appears in 1 contract

Sources: Limited Liability Company Agreement (Universal Compression Partners, L.P.)