Non-Qualified Liability Maintenance and Allocation. (a) During the Non-Qualified Liability Period, the Operating Partnership shall not repay any Non-Qualified Liability (excluding any scheduled payments of principal occurring pursuant to the terms of such Non-Qualified Liability) which has been guarantied by a Non-Qualified Liability Partner pursuant to Section 2.5(b) unless: (i) the Operating Partnership repays such Non-Qualified Liability with proceeds generated by its incurrence of other liabilities which each such Non-Qualified Liability Partner is offered an opportunity to guaranty; or (ii) the Partners’ Representative consents in writing to such repayment.
Appears in 8 contracts
Samples: Tax Protection Agreement (American Assets Trust, Inc.), Assignment Agreement (American Assets Trust, Inc.), Agreement and Plan of Merger (American Assets Trust, Inc.)
