Common use of Separate Credit Clause in Contracts

Separate Credit. The Company shall, and shall cause EPE to, (i) pay their respective obligations and liabilities from their respective own funds (whether on hand or borrowed), (ii) maintain adequate capital in light of their respective business operations, (iii) not guarantee or become obligated for the debts of any other Person, other than the Company and EPE, but including EPD and EPGP, (iv) not hold out their respective credit as being available to satisfy the obligations or liabilities of any other Person, (v) not acquire debt obligations or debt securities of EPCO or its Affiliates (other than EPE and/or the Company), (vi) not pledge their assets for the benefit of any Person or make loans or advances to any Person, or (vii) use its commercially reasonable efforts to cause the operative documents under which EPE borrows money, is an issuer of debt securities, or guarantees any such borrowing or issuance after the Effective Date, to contain provisions to the effect that (A) the lenders or purchasers of debt securities, respectively, acknowledge that they have advanced funds or purchased debt securities, respectively, in reliance upon the separateness of the Company and EPE from each other and from any other Persons (including EPCO and its Affiliates, other than the Company and EPE) and (B) the Company and EPE have assets and liabilities that are separate from those of other persons (including EPCO and its Affiliates, other than the Company and EPE); provided that the Company and EPE may engage in any transaction described in clauses (v)-(vi) of this Section 2.07(e) if prior Special Approval has been obtained for such transaction and either (A) the Audit and Conflicts Committee has determined that the borrower or recipient of the credit support 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 (v), such transaction is completed through a public auction or a National Securities Exchange.

Separate Credit. The Company shall, and shall cause EPE ETE to, (i) pay their respective obligations and liabilities from their respective own funds (whether on hand or borrowed), (ii) maintain adequate capital in light of their respective business operations, (iii) not guarantee or become obligated for the debts of any other Person, other than the Company and EPE, but including EPD and EPGPETE, (iv) not hold out their respective credit as being available to satisfy the obligations or liabilities of any other PersonPerson (except for the Company’s liability as general partner of ETE), (v) not acquire debt obligations or debt securities of EPCO any MLP Entity or its Affiliates (other than EPE ETE and/or the Company), (vi) not pledge their assets for the benefit of any Person (other than ETE and/or the Company) or make loans or advances to any PersonPerson (other than ETE and/or the Company), or (vii) use its commercially reasonable efforts to cause the operative documents under which EPE ETE borrows money, is an issuer of debt securities, or guarantees any such borrowing or issuance after the Effective Date, to contain provisions to the effect that (A) the lenders or purchasers of debt securities, respectively, acknowledge that they have advanced funds or purchased debt securities, respectively, in reliance upon the separateness of the Company and EPE ETE from each other and from any other Persons (including EPCO and its Affiliates, other than the Company and EPE) and (B) the Company and EPE ETE have assets and liabilities that are separate from those of other persons (including EPCO and its Affiliates, other than the Company and EPE)Persons; provided that the Company and EPE ETE may engage in any transaction described in clauses (v)-(vi) of this Section 2.07(e2.9(e) if prior Special Approval has been obtained for such transaction and either (A) the Audit and Conflicts Committee has determined that the borrower or recipient of the credit support 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 (v), such transaction is completed through a public auction or a National Securities Exchange.

Separate Credit. The Company shall, and shall cause EPE the Group Members to, (i) pay their respective obligations and liabilities from their respective own funds (whether on hand or borrowed), (ii) maintain adequate capital in light of their respective business operations, (iii) not pledge their respective assets for the benefit of any Person or guarantee or become obligated for the debts of any other Person, other than the Company and EPE, but including EPD and EPGPand/or one or more members of the Partnership Group, (iv) not hold out their respective credit as being available to satisfy the obligations or liabilities of any other Person, except members of the Partnership Group, (v) not acquire debt obligations or debt securities of EPCO or its Affiliates (other than EPE and/or the Company)QRC Entities, (vi) not pledge their assets for the benefit of any Person or make loans or advances to any Person, except members of the Partnership Group, or (vii) use its their commercially reasonable efforts to cause the operative documents under which EPE the Partnership or any of its Subsidiaries borrows money, is an issuer of debt securities, or guarantees any such borrowing or issuance after the Effective Date, to contain provisions to the effect that (A) the lenders or purchasers of debt securities, respectively, acknowledge that they have advanced funds or purchased debt securities, respectively, in reliance upon the separateness of the Company and EPE the Partnership from each other and from any other Persons (Persons, including EPCO and its Affiliatesthe QRC Entities, other than the Company and EPE) and (B) the Company and EPE the Partnership have assets and liabilities that are separate from those of other persons (Persons, including EPCO and its Affiliatesthe QRC Entities; provided, other than the Company and EPE); provided that the Company and EPE the Partnership may engage in any transaction described in clauses (v)-(vi) of this Section 2.07(e) if prior Special Approval has been obtained for such transaction and either (A) the Audit and Conflicts Committee has determined by Special Approval that the borrower or recipient of the credit support 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 (v), such transaction is completed through a public auction or a National Securities ExchangeExchange (as such term is defined in the Partnership Agreement).

Separate Credit. The Company shall, and shall cause EPE the members of the Partnership Group to, (i) pay their respective obligations and liabilities from their respective own funds (whether on hand or borrowed), (ii) maintain adequate capital in light of their respective business operations, (iii) not pledge their respective assets for the benefit of any Person or guarantee or become obligated for the debts of any other Person, other than the Company and EPE, but including EPD and EPGPand/or one or more members of the Partnership Group, (iv) not hold out their respective credit as being available to satisfy the obligations or liabilities of any other Person, except members of the Partnership Group, (v) not acquire debt obligations or debt securities of EPCO or its Affiliates (other than EPE and/or the Company)SemGroup Entities, (vi) not pledge their assets for the benefit of any Person or make loans or advances to any Person, except members of the Partnership Group, or (vii) use its their commercially reasonable efforts to cause the operative documents under which EPE the Partnership or any of its Subsidiaries borrows money, is an issuer of debt securities, or guarantees any such borrowing or issuance after the Effective Date, to contain provisions to the effect that (A) the lenders or purchasers of debt securities, respectively, acknowledge that they have advanced funds or purchased debt securities, respectively, in reliance upon the separateness of the Company and EPE the Partnership from each other and from any other Persons (Persons, including EPCO and its Affiliatesthe SemGroup Entities, other than the Company and EPE) and (B) the Company and EPE the Partnership have assets and liabilities that are separate from those of other persons (Persons, including EPCO and its Affiliates, other than the Company and EPE)SemGroup Entities; provided that the Company and EPE the Partnership may engage in any transaction described in clauses (v)-(vi) of this Section 2.07(e) if prior Special Approval has been obtained for such transaction and either (A) the Audit and Conflicts Committee has determined by Special Approval that the borrower or recipient of the credit support 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 (v), such transaction is completed through a public auction or a National Securities ExchangeExchange (as such term is defined in the Partnership Agreement).