Common use of Separate Credit Clause in Contracts

Separate Credit. The Company shall not, and shall not permit the Partnership to, (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 and, in the case of the Company, the Partnership, (iii) 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 Partnership, (iv) acquire obligations or debt securities of any member of the Magellan Group, or (v) pledge its assets for the benefit of any Person or make loans or advances to any Person, except its Subsidiaries and, in the case of the Company, the Partnership; provided that the Company 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 accounts 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 2 contracts

Samples: Limited Liability Company Agreement (Magellan Midstream Partners Lp), Limited Liability Company Agreement (Magellan Midstream Holdings Lp)

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Separate Credit. The Company shall not, and shall not permit the Partnership to, (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 and, in the case of the Company, the Partnership, (iii) 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 Partnership, (iv) acquire obligations or debt securities of any member of the Magellan GroupGroup Member, or (v) pledge its assets for the benefit of any Person or make loans or advances to any Person, except its Subsidiaries and, in the case of the Company, the Partnership; provided that the Company or the Partnership may engage in any transaction described in clauses (ii)-(v) of this Section 2.08(d2.7(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 accounts 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

Samples: Limited Liability Company Agreement (Legacy Reserves L P)

Separate Credit. The Company shall not, and shall not permit the Partnership to, (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 and, in the case of the Company, the Partnership, (iii) 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 Partnership, (iv) acquire obligations or debt securities of any member of the Magellan Xxxxxxxx Group, or (v) pledge its assets for the benefit of any Person or make loans or advances to any Person, except its Subsidiaries and, in the case of the Company, the Partnership; provided that the Company 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 accounts 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

Samples: Limited Liability Company Agreement (Magellan Midstream Partners Lp)

Separate Credit. The Company shall not, and shall not permit the Partnership to, (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 and, in the case of the Company, the PartnershipSubsidiaries, (iii) 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 PartnershipSubsidiaries, (iv) acquire obligations or debt securities of any member of its Affiliates (other than the Magellan GroupCompany 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 and, in the case of the Company, the PartnershipSubsidiaries; provided that the Company or the Partnership may engage in any transaction described in clauses (ii)-(vii)–(v) of this Section 2.08(d2.7(e) 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 Special Committee has determined, or has obtained reasonable written assurance from a nationally WESTERN MIDSTREAM HOLDINGS, LLC SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT recognized firm of independent public accounts 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 nationally recognized exchangeNational Securities Exchange.

Appears in 1 contract

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

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Separate Credit. The Company shall not, and shall not permit the Partnership to, (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 and, in the case of the Company, the Partnership, (iii) 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 Partnership, (iv) acquire obligations or debt securities of any member of the Magellan Williams Group, or (v) pledge its assets for the benefit of any Person xxx Xxxxon or make loans or advances to any Person, except its Subsidiaries and, in the case of the Company, the Partnership; provided that the Company 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 accounts 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

Samples: Limited Liability Company Agreement (Williams Energy Partners L P)

Separate Credit. The Company shall not, and shall not permit the Partnership to, (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 and, in the case of the Company, the Partnership, (iii) 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 Partnership, (iv) acquire obligations or debt securities of any member of the Magellan Williams Group, or (v) pledge its assets for the benefit of any Person axx Xxxxxn or make loans or advances to any Person, except its Subsidiaries and, in the case of the Company, the Partnership; provided that the Company 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 accounts 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 13 clause (iv), such transaction is completed through a public auction or a nationally recognized exchange.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Williams Energy Partners L P)

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