General Partner Assets. For so long as General Partner is not a Guarantor, Borrower shall not permit General Partner or any Subsidiary of General Partner that owns, directly or indirectly, any Equity Interests of Borrower (each, a “Parent Entity”) to own any assets other than: (i) Equity Interests in any other Parent Entity that is a Wholly Owned Subsidiary of General Partner or Borrower; (ii) cash and other assets of nominal value incidental to its status as a public company or its ownership of the Equity Interests described in clause (i) of this Section 7.04(a); (iii) assets maintained on a temporary or pass-through basis that are held (x) for subsequent payment of dividends, repurchase or redemption of Equity Interests in General Partner, or repayment of Debt of General Partner or other satisfaction of obligations of General Partner not prohibited by this Agreement or any other Loan Document or (y) for contribution to Borrower or any of its Subsidiaries, in each case, for a period not in excess of ten (10) Banking Days for any such asset; (iv) customary contract rights (x) related to General Partner’s status as a public company and the general partner of Borrower or (y) arising pursuant to any merger, purchase, acquisition or other similar agreement in relation to transactions permitted under this Agreement; or (v) other assets with an aggregate book value not to exceed $50,000,000.
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Samples: Credit Agreement (JBG SMITH Properties), Credit Agreement (JBG SMITH Properties), Credit Agreement (JBG SMITH Properties)
General Partner Assets. For so long as General Partner is not a Guarantor, Borrower shall not permit General Partner or any Subsidiary of General Partner that owns, directly or indirectly, any Equity Interests of Borrower (each, a “Parent Entity”) to own any assets other than:
(i) Equity Interests in any other Parent Entity that is a Wholly Owned Subsidiary of General Partner or Borrower;
(ii) cash and other assets of nominal value incidental to its status as a public company or its ownership of the Equity Interests described in clause (i) of this Section 7.04(a);
(iii) assets maintained on a temporary or pass-through basis that are held (x) for subsequent payment of dividends, repurchase or redemption of Equity Interests in General Partner, or repayment of Debt of General Partner or other satisfaction of obligations of General Partner not prohibited by this Agreement or any other Loan Document or (y) for contribution to Borrower or any of its Subsidiaries, in each case, for a period not in excess of ten (10) Banking Business Days for any such asset;
(iv) customary contract rights (x) related to General Partner’s status as a public company and the general partner of Borrower or (y) arising pursuant to any merger, purchase, acquisition or other similar agreement in relation to transactions permitted under this Agreement; or
(v) other assets with an aggregate book value not to exceed Fifty Million Dollars ($50,000,000).
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General Partner Assets. For so long as General Partner is not a Guarantor, Borrower shall not permit General Partner or any Subsidiary of General Partner that owns, directly or indirectly, any Equity Interests of Borrower (each, a “Parent Entity”) to own any assets other than:
(i) Equity Interests in any other Parent Entity that is a Wholly Owned Subsidiary of General Partner or Borrower;
(ii) cash and other assets of nominal value incidental to its status as a public company or its ownership of the Equity Interests described in clause (i) of this Section 7.04(a);
(iii) assets maintained on a temporary or pass-through basis that are held (x) for subsequent payment of dividends, repurchase or redemption of Equity Interests in General Partner, or repayment of Debt of General Partner or other satisfaction of obligations of General Partner not prohibited by this Agreement or any other Loan Document or (y) for contribution to Borrower or any of its Subsidiaries, in each case, for a period not in excess of ten (10) Banking Days for any such asset;
(iv) customary contract rights (x) related to General Partner’s status as a public company and the general partner of Borrower or (y) arising pursuant to any merger, purchase, acquisition or other similar agreement in relation to transactions permitted under this AgreementBorrower; or
(v) other assets with an aggregate book value not to exceed $50,000,000.
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