Certain Undertakings Relating Sample Clauses

Certain Undertakings Relating to the Separateness of the Partnership (a) The Partnership shall conduct its business and operations separate and apart from those of any other Person (including Holdco), except the General Partner and other Group Members, in accordance with this Section 7.6. (b) The Partnership shall (i) maintain its books and records and its accounts separate from those of any other Person, (ii) maintain its financial statements separate from those of any other Person, except its consolidated subsidiaries, and (iii) file its own tax returns separate from those of any other Person, except to the extent that the Partnership is treated as a “disregarded entity” for tax purposes or is not otherwise required to file tax returns under applicable law. (c) The Partnership shall not commingle or pool its assets with those of any other Person, except its consolidated subsidiaries, and shall maintain its assets in a manner that is not costly or difficult to segregate, ascertain or otherwise identify as separate from those of any other Person. The funds of the Partnership shall be deposited in such account or accounts as shall be designated by the General Partner, and shall not be commingled with the funds of the General Partner or any of its Affiliates. All withdrawals from or charges against such accounts shall be made by the General Partner or by its agents on behalf of the Partnership. Funds of the Partnership may be invested as determined by the General Partner. (d) The Partnership shall (i) conduct its business in its own name or in the names of other Group Members, (ii) use separate stationery, invoices, and checks, (iii) correct any known misunderstanding regarding its separate identity, and (iv) generally hold itself out as an entity separate from any other Person (other than other Group Members). (e) The Partnership (i) shall pay its own liabilities from its own funds, (ii) shall maintain adequate capital in light of its contemplated business operations, (iii) shall not guarantee or become obligated for the debts of any other Person, except Group Members and except for the Partnership’s obligations under the Services Agreement, (iv) shall not hold out its credit as being available to satisfy the obligations of any other Person, except Group Members and except for the Partnership’s obligations under the Services Agreement, (v) shall not acquire obligations or debt securities of Holdco and (vi) shall not pledge its assets to secure the obligations of any other Person or make...