Common use of Separate Credit Clause in Contracts

Separate Credit. The Company shall not (i) pay its own liabilities from a source other than its own funds, (ii) guarantee or become obligated for the debts of any other Person, except its Subsidiaries, (iii) hold out its credit as being available to satisfy the obligations of any other Person, except its Subsidiaries, (iv) acquire obligations or debt securities of its Affiliates (other than its Subsidiaries), or (v) pledge its assets for the benefit of any Person or make loans or advances to any Person, except its Subsidiaries; provided, however, that the Company may engage in any transaction described in clauses (ii) through (v) of this Section 2.8(e) if prior Special Approval has been obtained for such transaction and either (A) 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 national securities exchange.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Rose Rock Midstream, L.P.), Limited Liability Company Agreement (Rentech Nitrogen Partners, L.P.), Limited Liability Company Agreement (Rentech Nitrogen Partners, L.P.)

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Separate Credit. The Company shall not (i) pay its own liabilities from a source other than its own funds, (ii) guarantee or become obligated for the debts of any other Person, except its Subsidiaries, (iii) hold out its credit as being available to satisfy the obligations of any other Person, except its Subsidiaries, (iv) acquire obligations or debt securities of its Affiliates (other than the Company or its Subsidiaries), or (v) pledge its assets for the benefit of any Person or make loans or advances to any Person, except its Subsidiaries; provided, however, provided that the Company may engage in any transaction described in clauses (ii) through (vii)–(v) of this Section 2.8(e2.7(e) if prior Special Approval has been obtained for such transaction and either (A) the Conflicts Special 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 or 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 (iv), such transaction is completed through a public auction or a national securities exchangeNational Securities Exchange.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Western Gas Partners LP), Limited Liability Company Agreement (Western Gas Equity Partners, LP), Limited Liability Company Agreement (Western Gas Equity Partners, LP)

Separate Credit. The Company shall not (i) pay its own liabilities from a source other than its own funds, (ii) guarantee or become obligated for the debts of any other Person, except its Subsidiaries, (iii) hold out its credit as being available to satisfy the obligations of any other Person, except its Subsidiaries, (iv) acquire obligations or debt securities of its Affiliates (other than the Company or its Subsidiaries), or (v) pledge its assets for the benefit of any Person or make loans or advances to any Person, except its Subsidiaries; provided, however, provided that the Company may engage in any transaction described in clauses (ii) through (vii)—(v) of this Section 2.8(e2.7(e) if prior Special Approval has been obtained for such transaction and either (A) the Conflicts Special 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 national securities exchangeNational Securities Exchange.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Western Gas Partners LP)

Separate Credit. The Company shall not (i) pay its own liabilities from a source other than its own funds, (ii) guarantee or become obligated for the debts of any other Person, except its Subsidiaries, (iii) hold out its credit as being available to satisfy the obligations of any other Person, except its Subsidiaries, (iv) acquire obligations or debt securities of its Affiliates (other than its Subsidiaries), ) or (v) pledge its assets for the benefit of any Person or make loans or advances to any Person, except its Subsidiaries; provided, however, provided that the Company may engage in any transaction described in clauses (ii) through (v) of this Section 2.8(e2.9(e) if prior Special Approval has been obtained for such transaction and either (A) 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 national securities exchangeNational Securities Exchange.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Valero Gp Holdings LLC)

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Separate Credit. The Company shall not (i) pay its own liabilities from a source other than its own funds, (ii) guarantee or become obligated for the debts of any other Person, except its Subsidiaries, (iii) hold out its credit as being available to satisfy the obligations of any other Person, except its Subsidiaries, (iv) acquire obligations or debt securities of its Affiliates (other than the Company or its Subsidiaries), or (v) pledge its assets for the benefit of any Person or make loans or advances to any Person, except its Subsidiaries; provided, however, provided that the Company may engage in any transaction described in clauses (ii) through (vii)–(v) of this Section 2.8(e2.7(e) if prior Special Approval has been obtained for such transaction and either (A) the Conflicts Special 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 national securities exchangeNational Securities Exchange.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Western Gas Partners LP)

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