Approved Liability Maintenance and Allocation. (a) During the Tax Protection Period, the Operating Partnership shall: (1) maintain on a continuous basis an amount of Approved Liabilities at least equal to the Required Liability Amount; and (2) provide the Partners’ Representative, promptly upon request, with a description of the nature and amount of any Approved Liabilities that are available to be guarantied by the Guaranty Partners pursuant to Section 2.4(b) of this Agreement. For the avoidance of doubt, and notwithstanding any other provision of this Agreement, the Operating Partnership shall not be required to maintain any amount of Approved Liabilities in excess of the aggregate Required Liability Amount of all Guaranty Partners.
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Samples: Tax Protection Agreement (American Assets Trust, Inc.), Assignment Agreement (American Assets Trust, Inc.), Agreement and Plan of Merger (American Assets Trust, Inc.)
Approved Liability Maintenance and Allocation. (a) During the Tax Protection Guaranty Indemnification Period, the Operating Partnership shall: (1i) maintain on a continuous basis an amount of Approved Liabilities at least equal to the Required Liability Amount; and (2ii) provide the Partners’ RepresentativeRepresentatives, promptly upon request, with a description of the nature and amount of any Approved Liabilities that are available to be guarantied guaranteed by the Guaranty Partners pursuant to Section 2.4(b) of this Agreement. For the avoidance of doubt, and notwithstanding any other provision of this Agreement, the Operating Partnership shall not be required to maintain any amount of Approved Liabilities in excess of the aggregate Required Liability Amount of all Guaranty Partners.
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Samples: Tax Matters Agreement (Rexford Industrial Realty, Inc.), Tax Matters Agreement (Rexford Industrial Realty, Inc.), Tax Matters Agreement (Rexford Industrial Realty, Inc.)
Approved Liability Maintenance and Allocation. (a) During the Tax Protection Guaranty Indemnification Period, the Operating Partnership shall: (1i) maintain on a continuous basis an amount of Approved Liabilities available to be guaranteed by the Protected Partners at least equal to the Required Liability Amount; and (2ii) provide the Partners’ RepresentativeRepresentatives, promptly upon request, with a description of the nature and amount of any such Approved Liabilities that are available to be guarantied guaranteed by the Guaranty Protected Partners pursuant to Section 2.4(b) of this Agreement. For the avoidance of doubt, and notwithstanding any other provision of this Agreement, the Operating Partnership shall not be required to maintain any amount of Approved Liabilities in excess of the aggregate Required Liability Amount of all Guaranty Protected Partners.
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