Common use of Borrowing and Guarantees Clause in Contracts

Borrowing and Guarantees. The General Partner shall have the right, at its option, to cause the Partnership and its Subsidiaries to incur Indebtedness under the Loan Agreement and as otherwise permitted by the Loan Documents; provided that the Partnership and its Subsidiaries will not, directly or indirectly, incur, create, issue, assume or guarantee any Additional Debt without the prior written consent of UST, which consent shall not be unreasonably withheld. At any time that there are no Loans outstanding, the Partnership and its Subsidiaries will not, directly or indirectly, incur, create, issue, assume or guarantee any Indebtedness unless on a pro forma basis the Leverage Ratio as of such date does not exceed (i) the maximum leverage allowed pursuant to TALF Debt, if the Partnership or any of its Subsidiaries have incurred TALF Debt that remains outstanding, or (ii) 5.0x, if TALF Debt is no longer available for the purchase or acquisition of Eligible Assets or the Partnership and its Subsidiaries have not incurred TALF Debt that remains outstanding. In connection with the Loan Documents and subject to Section 4.1(b)(iii), the Partnership shall be authorized to pledge, mortgage, assign, transfer and grant security interests in Investments and Subsidiaries and any other collateral identified in any of the Loan Documents; provided that the General Partner shall not have the right to (i) pledge the Capital Commitment of UST to any Person, including a lender or (ii) otherwise assign the right to call Capital Contributions from UST.