Common use of Maintenance of Company Separateness Clause in Contracts

Maintenance of Company Separateness. The Borrower will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower and its Subsidiaries. Finally, neither the Borrower nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company existence of the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Each Credit Agreement Party will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, including the holding of regular board of directors' ’ and shareholders' ’ meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the U.S. Borrower nor any of its Subsidiaries other Credit Party shall make any payment to a creditor of any Unrestricted Non-Guarantor Subsidiary in respect of any liability of any Unrestricted Non-Guarantor Subsidiary, and no bank account of any Unrestricted Xxx- Xxxxxxxxx Subsidiary shall be commingled with any bank account of the U.S. Borrower or any of its Subsidiariesother Credit Party. Any financial statements distributed to any creditors of any Unrestricted Non-Guarantor Subsidiary shall clearly establish or indicate the Company corporate separateness of such Unrestricted Non-Guarantor Subsidiary from the U.S. Borrower and its other Subsidiaries. Finally, neither the U.S. Borrower nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company existence of the Borrower any Credit Agreement Party, any other Credit Party or any of its Subsidiaries or Unrestricted Non-Guarantor Subsidiaries being ignored, or in the assets and liabilities of the U.S. Borrower or any of its Subsidiaries other Credit Party being substantively consolidated with those of any other such Person or any Unrestricted Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will, and ----------------------------------- will cause each of its Subsidiaries Non-Recourse Entity and Unrestricted Subsidiaries to, each Securitization Entity to satisfy customary Company formalitiesformalities for such entity, including, as applicableapplicable (i) to the extent required by law, the holding of regular board of members’, managers’, directors' ’ and shareholders' ’ meetings or action by members, managers, directors or shareholders without a meeting and meeting, (ii) the maintenance of Company offices separate books and recordsrecords and (iii) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any of its the Restricted Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity in respect of any liability of any Unrestricted SubsidiaryNon-Recourse Entity or any Securitization Entity, and no bank account of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity shall be commingled with any bank account of the Borrower or any of its the Restricted Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity shall clearly establish or indicate the Company corporate separateness of such Unrestricted Subsidiary Non-Recourse Entity or such Securitization Entity from the Borrower and its the other Restricted Subsidiaries. Finally, neither Neither the Borrower nor any of its the Restricted Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company separate legal existence of the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries Restricted Subsidiary being ignored, or in the assets and liabilities of the Borrower or any of its Subsidiaries Restricted Subsidiary being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will, and ----------------------------------- will cause each of its Subsidiaries Non-Recourse Entity and Unrestricted Subsidiaries to, each Securitization Entity to satisfy customary Company formalitiesformalities for such entity, including, as applicable, (i) to the extent required by law, the holding of regular board of directors' ’ and shareholders' ’ meetings or action by directors or shareholders without a meeting and meeting, (ii) the maintenance of Company offices separate records and records(iii) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any of its the Restricted Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity in respect of any liability of any Unrestricted SubsidiaryNon-Recourse Entity or any Securitization Entity, and no bank account of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity shall be commingled with any bank account of the Borrower or any of its SubsidiariesRestricted Subsidiary. Any financial statements distributed to any creditors of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity shall clearly establish or indicate the Company corporate separateness of such Unrestricted Subsidiary Non-Recourse Entity or such Securitization Entity from the Borrower and its the other Restricted Subsidiaries. Finally, neither Neither the Borrower nor any of its the Restricted Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company separate legal existence of the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries Restricted Subsidiary being ignored, or in the assets and liabilities of the Borrower or any of its Subsidiaries Restricted Subsidiary being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The US Borrower will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' ’ and shareholders' ’ meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the US Borrower nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, or enter into any Synthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the US Borrower or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the US Borrower and its Subsidiaries. Finally, neither the US Borrower nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the Company existence of the US Borrower or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the US Borrower or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will, and ----------------------------------- will cause each of its Subsidiaries Non-Recourse Entity and Unrestricted Subsidiaries to, each Securitization Entity to satisfy customary Company formalitiesformalities for such entity, including, as applicable, (i) to the extent required by law, the holding of regular board of directors' ’ and shareholders' ’ meetings or action by directors or shareholders without a meeting and meeting, (ii) the maintenance of Company offices separate records and records(iii) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any of its the Restricted Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity in respect of any liability of any Unrestricted SubsidiaryNon-Recourse Entity or any Securitization Entity, and no bank account of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity shall be commingled with any bank account of the Borrower or any of its the Restricted Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary Non-Recourse Entity or any Securitization Entity shall clearly establish or indicate the Company corporate separateness of such Unrestricted Subsidiary Non-Recourse Entity or such Securitization Entity from the Borrower and its the other Restricted Subsidiaries. Finally, neither Neither the Borrower nor any of its the Restricted Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company separate legal existence of the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries Restricted Subsidiary being ignored, or in the assets and liabilities of the Borrower or any of its Subsidiaries Restricted Subsidiary being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will, and ----------------------------------- will cause each of its Subsidiaries the Non-Recourse Entities and Unrestricted Subsidiaries to, the Xxxxxx Xxx Servicer Entity to satisfy customary Company formalitiesformalities for such entity, including, as applicable, (i) to the extent required by law, the holding of regular board of directors' ’ and shareholders' ’ meetings or action by directors or shareholders without a meeting and meeting, (ii) the maintenance of Company offices separate records and records(iii) the maintenance of separate bank accounts in its own name. Neither the Borrower nor any other of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary Non-Recourse Entity or the Xxxxxx Mae Servicer Entity in respect of any liability of any Unrestricted SubsidiaryNon-Recourse Entity or the Xxxxxx Xxx Servicer Entity, and no bank account of any Unrestricted Subsidiary Non-Recourse Entity or the Xxxxxx Mae Servicer Entity shall be commingled with any bank account of the Borrower or any of its other Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary Non-Recourse Entity or the Xxxxxx Xxx Servicer Entity shall clearly establish or indicate the Company corporate separateness of such Unrestricted Subsidiary Non-Recourse Entity or the Xxxxxx Mae Servicer Entity from the Borrower and its other Subsidiaries. Finally, neither Neither the Borrower nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company separate legal existence of the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' ’ and shareholders' ’ meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower Holdings nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, or enter into any Synthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower Holdings and its Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the Company existence of the Borrower Holdings or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' and 118 shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower Holdings nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, or enter into any Synthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower Holdings and its Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the Company existence of the Borrower Holdings or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Each Borrower will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the any Borrower nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the any Borrower or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the each Borrower and its Subsidiaries. Finally, neither the any Borrower nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company existence of the such Borrower or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the such Borrower or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower (a) Holdings will, independent of the Borrower and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries toSubsidiaries, satisfy customary Company formalities, including, as applicable, including (to the maximum extent required under applicable Company laws) the holding of regular board of directors' ’ and shareholders' ’ meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower nor any of its Subsidiaries No Loan Party (other than Holdings) shall make any payment payments to a creditor of any Unrestricted Subsidiary Holdings in respect of any liability of any Unrestricted SubsidiaryHoldings, and no bank lender account of any Unrestricted Subsidiary a Loan Party (other than Holdings) shall be commingled with any bank lender account of Holdings. Holdings shall not make any payments to a creditor of any other Person (including another Loan Party) in respect of any liability of such Person (other than pursuant to the Borrower or Loan Documents) and no lender account of Holdings shall be commingled with any lender account of its Subsidiariesany other Person (including another Loan Party). Any financial statements distributed to any creditors of (i) Holdings or (ii) the Borrower or any Unrestricted Subsidiary Loan Party shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower and its SubsidiariesHoldings. Finally, neither the Borrower nor any of its Subsidiaries Holdings shall not take any action, or conduct its affairs in a manner, which is reasonably likely to result in the Company existence of the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries Holdings being ignored, or in the assets and liabilities of the Borrower or any of its Subsidiaries Holdings being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary (including another Loan Party) in a bankruptcy, reorganization or other insolvency proceeding. (b) The Borrower will ensure that (i) no bank account of any Permitted Joint Venture that is not a Permitted Joint Venture Loan Party shall be commingled with any bank account of any Loan Party, and (ii) any financial statements distributed to any creditors of any Permitted Joint Venture that is not a Permitted Joint Venture Loan Party shall clearly establish or indicate the Company separateness of such Permitted Joint Venture from the Loan Parties.

Maintenance of Company Separateness. The Borrower Holdings will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company Business formalities, including, as applicable, including the holding of regular board Board of directors' Directors’ and shareholders' members’ meetings or action by directors managers or shareholders members without a meeting and the maintenance of Company offices and Business records. Neither the Borrower Holdings nor any of its Subsidiaries other Credit Party shall make any payment to a creditor of any Unrestricted Non-Guarantor Subsidiary in respect of any liability of any Unrestricted SubsidiaryNon-Guarantor Subsidiary (other than (x) pursuant to Holdings’ guarantee of EELux’s obligations under the 7.5% Convertible Bonds and (y) any guarantee by Holdings or such other Credit Party of intercompany Indebtedness of any such Non-Guarantor Subsidiary owing to Holdings or any of its Subsidiaries), and no bank account of any Unrestricted Non-Guarantor Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiariesother Credit Party. Any financial statements distributed to any creditors of any Unrestricted Non-Guarantor Subsidiary shall clearly establish or indicate the Company corporate separateness of such Unrestricted Non-Guarantor Subsidiary from the Borrower Holdings and its other Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company Business existence of the Borrower Holdings, any other Credit Party or any of its Subsidiaries or Unrestricted Non-Guarantor Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries other Credit Party being substantively consolidated with those of any other such Person or any Unrestricted Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company Business formalities, including, as applicable, including the holding of regular board Board of directors' Directors’ and shareholders' members’ meetings or action by directors managers or shareholders members without a meeting and the maintenance of Company offices and Business records. Neither the Borrower Holdings nor any of its Subsidiaries other Payer Party shall make any payment to a creditor of any Unrestricted Non-Guarantor Subsidiary in respect of any liability of any Unrestricted SubsidiaryNon-Guarantor Subsidiary (other than (a) pursuant to Holdings’ guarantee of Endeavour Energy Luxembourg S.à. x.x.’s obligations under the 11.5% Convertible Bonds and (b) any guarantee by Holdings or such other Payer Party of intercompany Indebtedness of any such Non-Guarantor Subsidiary owing to Holdings or any of its Subsidiaries), and no bank account of any Unrestricted Non-Guarantor Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiariesother Payer Party. Any financial statements distributed to any creditors of any Unrestricted Non-Guarantor Subsidiary shall clearly establish or indicate the Company corporate separateness of such Unrestricted Non-Guarantor Subsidiary from the Borrower Holdings and its other Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company Business existence of the Borrower Holdings, any other Payer Party or any of its Subsidiaries or Unrestricted Non-Guarantor Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries other Payer Party being substantively consolidated with those of any other such Person or any Unrestricted Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower willwill take, and ----------------------------------- will cause each of its Subsidiaries and the Unrestricted Subsidiaries toto take, satisfy all action as is necessary to keep the operations of the Borrower and its Subsidiaries separate and apart from those of the Unrestricted Subsidiaries including, without limitation, ensuring that all customary Company formalities, including, as applicable, the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and recordsformalities are followed. Neither the Borrower nor any of its Subsidiaries shall will make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower or any of its Subsidiaries. Any All financial statements distributed provided to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate evidence the Company separateness of such Unrestricted Subsidiary from the Borrower and its Subsidiaries from the Unrestricted Subsidiaries, and the Borrower and its Subsidiaries will maintain their own respective payroll (if any) and separate books of account and bank accounts from the Unrestricted Subsidiaries. Each Unrestricted Subsidiary will pay its respective liabilities, including all administrative expenses, from its own separate assets, and assets of the Borrower and its Subsidiaries will at all times be separately identified and segregated from the assets of each Unrestricted Subsidiary. Finally, neither the Borrower nor any of its Subsidiaries shall or the Unrestricted Subsidiaries will take any action, or conduct its affairs in a manner, manner which is likely to result in the Company existence of the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries Subsidiary being ignored, or in the assets and liabilities of any Unrestricted Subsidiary being substantively consolidated with those of the Borrower or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will, Cause each Subsidiary and ----------------------------------- will cause each of its Subsidiaries SPV and Unrestricted Subsidiaries to, Intermediate Holdco to satisfy customary Company formalitiesformalities for such entity, including, as applicableapplicable (a) to the extent required by law, the holding of regular board of members’, managers’, directors' ’ and shareholders' ’ meetings or action by members, managers, directors or shareholders without a meeting and meeting, (b) the maintenance of Company offices separate books and recordsrecords and (c) the maintenance of separate bank accounts in its own name. Neither None of Holdings, the Borrower nor any of its Subsidiaries (other than SPVs who are the applicable obligor with respect to such liability or an Intermediate Holdco) shall make any payment to a creditor of any Unrestricted Subsidiary SPV in respect of any liability of any Unrestricted SubsidiarySPV, unless expressly permitted hereunder, including Sections 7.2(o) and 7.8(f) and payments relating to Standard Securitization Undertakings, and no SPV’s bank account of any Unrestricted Subsidiary shall be commingled with any bank account of Holdings or the Borrower or any of its their Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary SPV shall clearly establish or indicate the Company corporate separateness of such Unrestricted Subsidiary SPV and any Intermediate Holdco from Holdings, the Borrower and its their Subsidiaries. FinallyNone of Holdings, neither the Borrower nor any of its their Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company separate legal existence of Holdings, the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries Subsidiary being ignored, or in the assets and liabilities of Holdings, the Borrower or any of its Subsidiaries Subsidiary being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceedingInsolvency Proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company Business formalities, including, as applicable, including the holding of regular board Board of directors' Directors’ and shareholders' members’ meetings or action by directors managers or shareholders members without a meeting and the maintenance of Company offices and Business records. Neither the Borrower Holdings nor any of its Subsidiaries other Credit Party shall make any payment to a creditor of any Unrestricted Non-Guarantor Subsidiary in respect of any liability of any Unrestricted SubsidiaryNon-Guarantor Subsidiary (other than (x) pursuant to Holdings’ guarantee of Endeavour Energy Luxembourg S.à.x.x.’s obligations under the 11.5% Convertible Bonds and (y) any guarantee by Holdings or such other Credit Party of intercompany Indebtedness of any such Non-Guarantor Subsidiary owing to Holdings or any of its Subsidiaries), and no bank account of any Unrestricted Non-Guarantor Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiariesother Credit Party. Any financial statements distributed to any creditors of any Unrestricted Non-Guarantor Subsidiary shall clearly establish or indicate the Company corporate separateness of such Unrestricted Non-Guarantor Subsidiary from the Borrower Holdings and its other Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company Business existence of the Borrower Holdings, any other Credit Party or any of its Subsidiaries or Unrestricted Non-Guarantor Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries other Credit Party being substantively consolidated with those of any other such Person or any Unrestricted Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and ----------------------------------- ------------------------------------ will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower Holdings nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, or enter into any Synthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall 122 be commingled with any bank account of the Borrower Holdings or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower Holdings and its Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the Company existence of the Borrower Holdings or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and will ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower Holdings nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower Holdings and its Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company existence of the Borrower Holdings or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower and its Subsidiaries. Finally, neither the Borrower nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company existence of the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Each Credit Agreement Party will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company corporate formalities, including, as applicable, including the holding of regular annual board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and corporate records. Neither the Borrower No Credit Agreement Party nor any of its Subsidiaries other Credit Party shall make any payment to a creditor of any Unrestricted Subsidiary or any other Subsidiary which is not a Qualified Obligor in respect of any liability of any Unrestricted Subsidiarysuch Person, and no bank account of any Unrestricted Subsidiary or any other Subsidiary which is not a Qualified Obligor shall be commingled with any bank account of the Borrower Canadian Parent or any of its Subsidiariesother Subsidiary thereof. Any financial statements distributed to any creditors of any Unrestricted Subsidiary Non-Credit Party shall clearly establish or indicate the Company corporate separateness of such Unrestricted Subsidiary Non-Credit Party from the Borrower Canadian Parent and its other Subsidiaries. Finally, neither none of the Borrower nor Credit Agreement Parties or any of its their Subsidiaries shall take any action, or conduct its or their affairs in a manner, manner which is reasonably likely to result in the Company corporate or other existence of the Borrower any Credit Agreement Party, or any of its their respective Subsidiaries or Unrestricted Subsidiaries Subsidiaries, being ignored, or in the assets and liabilities of the Borrower Canadian Parent or any of its Subsidiaries other Credit Parties being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary or Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Each Credit Party will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company corporate, limited liability company or partnership formalities, includingas the case may be, as applicable, including the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company corporate, limited liability company or partnership, as the case may be, offices and records. Neither the Borrower nor any of its Subsidiaries other Credit Party shall make any payment to a creditor of any Unrestricted the Receivables Subsidiary in respect of any liability of any Unrestricted the Receivables Subsidiary, and no bank account of any Unrestricted the Receivables Subsidiary shall be commingled with any bank account of the Borrower or any of its Subsidiariesother Credit Party. Any financial statements distributed to any creditors of any Unrestricted the Receivables Subsidiary shall clearly establish or indicate the Company corporate separateness of such Unrestricted the Receivables Subsidiary from the Borrower and its other Subsidiaries. Finally, neither the Borrower nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company corporate, limited liability company or partnership, as the case may be, existence of any Credit Party or the Borrower or any of its Subsidiaries or Unrestricted Subsidiaries Receivables Subsidiary being ignored, or in the assets and liabilities of the Borrower or any of its Subsidiaries other Credit Party being substantively consolidated with those of any other such Person or any Unrestricted the Receivables Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company Business formalities, including, as applicable, including the holding of regular board Board of directors' Directors’ and shareholders' members’ meetings or action by directors managers or shareholders members without a meeting and the maintenance of Company offices and Business records. Neither the Borrower Holdings nor any of its Subsidiaries other Credit Party shall make any payment to a creditor of any Unrestricted Non-Guarantor Subsidiary in respect of any liability of any Unrestricted SubsidiaryNon- Guarantor Subsidiary (other than (x) pursuant to Holdings’ guaranty of Endeavour Energy Luxembourg S.a.r.l.’s obligations under the 11.5% Convertible Bonds and (y) any guaranty by Holdings or such other Credit Party of intercompany Indebtedness of any such Non-Guarantor Subsidiary owing to Holdings or any of its Subsidiaries), and no bank account of any Unrestricted Non Guarantor Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiariesother Credit Party. Any financial statements distributed to any creditors of any Unrestricted Non-Guarantor Subsidiary shall clearly establish or indicate the Company corporate separateness of such Unrestricted Non-Guarantor Subsidiary from the Borrower Holdings and its other Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company Business existence of the Borrower Holdings, any other Credit Party or any of its Subsidiaries or Unrestricted Non-Guarantor Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries other Credit Party being substantively consolidated with those of any other such Person or any Unrestricted Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, ------------------------------------ and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower Holdings nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, or enter into any Synthetic Purchase Agreement in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower Holdings and its Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which that is likely to result in the Company existence of the Borrower Holdings or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower Holdings will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company Business formalities, including, as applicable, including the holding of regular board Board of directors' Directors’ and shareholders' members’ meetings or action by directors managers or shareholders members without a meeting and the maintenance of Company offices and Business records. Neither the Borrower Holdings nor any of its Subsidiaries other Credit Party shall make any payment to a creditor of any Unrestricted Non-Guarantor Subsidiary in respect of any liability of any Unrestricted SubsidiaryNon-Guarantor Subsidiary (other than (x) pursuant to Holdings’ guaranty of Endeavour Energy Luxembourg S.a.r.l.’s obligations under the 11.5% Convertible Bonds and (y) any guaranty by Holdings or such other Credit Party of intercompany Indebtedness of any such Non-Guarantor Subsidiary owing to Holdings or any of its Subsidiaries), and no bank account of any Unrestricted Non Guarantor Subsidiary shall be commingled with any bank account of the Borrower Holdings or any of its Subsidiariesother Credit Party. Any financial statements distributed to any creditors of any Unrestricted Non-Guarantor Subsidiary shall clearly establish or indicate the Company corporate separateness of such Unrestricted Non-Guarantor Subsidiary from the Borrower Holdings and its other Subsidiaries. Finally, neither the Borrower Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company Business existence of the Borrower Holdings, any other Credit Party or any of its Subsidiaries or Unrestricted Non-Guarantor Subsidiaries being ignored, or in the assets and liabilities of the Borrower Holdings or any of its Subsidiaries other Credit Party being substantively consolidated with those of any other such Person or any Unrestricted Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding.

Maintenance of Company Separateness. The Borrower (a) Each Credit Agreement Party will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' and shareholders' meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower any Credit Agreement Party nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower any Credit Agreement Party or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower each Credit Agreement Party and its Subsidiaries. Finally, neither the Borrower any Credit Agreement Party nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company existence of the Borrower such Credit Agreement Party or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower such Credit Agreement Party or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding. (b) Neither Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the assets and liabilities of any Credit Party being substantively consolidated with those of any Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding. Holdings shall not permit any cash of any Non-Guarantor Subsidiary and any Credit Party to be commingled in any bank account.

Maintenance of Company Separateness. The Borrower (a) Each Credit Agreement Party will, and ----------------------------------- will cause each of its Subsidiaries and Unrestricted Subsidiaries to, satisfy customary Company formalities, including, as applicable, the holding of regular board of directors' ’ and shareholders' ’ meetings or action by directors or shareholders without a meeting and the maintenance of Company offices and records. Neither the Borrower any Credit Agreement Party nor any of its Subsidiaries shall make any payment to a creditor of any Unrestricted Subsidiary in respect of any liability of any Unrestricted Subsidiary, and no bank account of any Unrestricted Subsidiary shall be commingled with any bank account of the Borrower any Credit Agreement Party or any of its Subsidiaries. Any financial statements distributed to any creditors of any Unrestricted Subsidiary shall clearly establish or indicate the Company separateness of such Unrestricted Subsidiary from the Borrower each Credit Agreement Party and its Subsidiaries. Finally, neither the Borrower any Credit Agreement Party nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the Company existence of the Borrower such Credit Agreement Party or any of its Subsidiaries or Unrestricted Subsidiaries being ignored, or in the assets and liabilities of the Borrower such Credit Agreement Party or any of its Subsidiaries being substantively consolidated with those of any other such Person or any Unrestricted Subsidiary in a bankruptcy, reorganization or other insolvency proceeding. (b) Neither Holdings nor any of its Subsidiaries shall take any action, or conduct its affairs in a manner, which is likely to result in the assets and liabilities of any Credit Party being substantively consolidated with those of any Non-Guarantor Subsidiary in a bankruptcy, reorganization or other insolvency proceeding. Holdings shall not permit any cash of any Non-Guarantor Subsidiary and any Credit Party to be commingled in any bank account.