Common use of Operations of MLP Clause in Contracts

Operations of MLP. Except in connection with an indirect Acquisition permitted by Section 5.20, the General Partner and Lessee shall not permit the MLP or any of its Affiliates (including any Non-Recourse Subsidiary) to operate or conduct any business substantially similar to that conducted by Lessee and its Subsidiaries within a 25 mile radius of any business conducted by Lessee and its Subsidiaries. In order to comply with this Section 5.38, Lessee may enter into one or more transactions by which its assets and properties are "swapped" or "exchanged" for assets and properties of another Person prior to or concurrently with another transaction which, but for such swap or exchange would violate this Section; provided, that (i) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $15 million, as determined by the audit committee of the Board of Directors of the General Partner, Lessee shall have first obtained at its expense an opinion from a nationally recognized investment banking firm, addressed to it, Agent and the Participants and opining without material qualification and based on assumptions that are realistic at the time, that the exchange or swap transactions are fair to Lessee and its Subsidiaries, and (ii) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $50 million, as determined by the audit committee of the Board of Directors of the General Partner, at the option of the Required Participants, Agent shall have first retained, at Lessee's expense, an investment banking firm on behalf of the Participants who shall also have rendered an opinion containing the statements and content referred to in clause (i).

Operations of MLP. Except in connection with an indirect Acquisition permitted by Section 5.20, the General Partner and Lessee shall not permit the MLP or any of its Affiliates (including any Non-Recourse Subsidiary or any Unrestricted Subsidiary) to operate or conduct any business substantially similar to that conducted by Lessee and its the Restricted Subsidiaries within a 25 mile radius of any business conducted by Lessee and its the Restricted Subsidiaries. In order to comply with this Section 5.38, Lessee may enter into one or more transactions by which its assets and properties are "swapped" or "exchanged" for assets and properties of another Person prior to or concurrently with another transaction which, but for such swap or exchange would violate this Section; provided, that (i) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $15 million, as determined by the audit committee of the Board of Directors of the General Partner, Lessee shall have first obtained at its expense an opinion from a nationally recognized investment banking firm, addressed to it, Agent and the Participants and opining without material qualification and based on assumptions that are realistic at the time, that the exchange or swap transactions are fair to Lessee and its the Restricted Subsidiaries, and (ii) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $50 million, as determined by the audit committee of the Board of Directors of the General Partner, at the option of the Required Participants, Agent shall have first retained, at Lessee's expense, an investment banking firm on behalf of the Participants who shall also have rendered an opinion containing the statements and content referred to in clause (i).

Operations of MLP. Except in connection with an indirect Acquisition permitted by Section 5.208.04, the General Partner and Lessee the Borrower shall not permit the MLP or any of its Affiliates (including any Non-Recourse Subsidiary or any Unrestricted Subsidiary) to operate or conduct any business substantially similar to that conducted by Lessee the Borrower and its the Restricted Subsidiaries within a 25 mile radius of any business conducted by Lessee the Borrower and its the Restricted Subsidiaries. In order to comply with this Section 5.388.22, Lessee the Borrower may enter into one or more transactions by which its assets and properties are "swapped" or "exchanged" for assets and properties of another Person prior to or concurrently with another transaction which, but for such swap or exchange would violate this Section; provided, that (i) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $15 million, as determined by the audit committee of the Board of Directors of the General Partner, Lessee the Borrower shall have first obtained at its expense an opinion from a nationally recognized investment banking firm, addressed to it, the Administrative Agent and the Participants Banks and opining without material qualification and based on assumptions that are realistic at the time, that the exchange or swap transactions are fair to Lessee the Borrower and its the Restricted Subsidiaries, and (ii) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $50 million, as determined by the audit committee of the Board of Directors of the General Partner, at the option of the Required ParticipantsMajority Banks, the Administrative Agent shall have first retained, at Lesseethe Borrower's expense, an investment banking firm on behalf of the Participants Banks who shall also have rendered an opinion containing the statements and content referred to in clause (i).

Operations of MLP. Except in connection with an indirect Acquisition permitted by Section 5.207.04, the General Partner and Lessee the Borrower shall not permit the MLP or any of its Affiliates (including any Non-Recourse Subsidiary) to operate or conduct any business substantially similar to that conducted by Lessee the Borrower and its Subsidiaries within a 25 mile radius of any business conducted by Lessee the Borrower and its Subsidiaries. In order to comply with this Section 5.387.22, Lessee the Borrower may enter into one or more transactions by which its assets and properties are "swapped" or "exchanged" for assets and properties of another Person prior to or concurrently with another transaction which, but for such swap or exchange would violate this Section; provided, that (i) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $15 million, as determined by the audit committee of the Board of Directors of the General Partner, Lessee the Borrower shall have first obtained at its expense an opinion from a nationally recognized investment banking firm, addressed to it, the Administrative Agent and the Participants Banks and opining without material qualification and based on assumptions that are realistic at the time, that the exchange or swap transactions are fair to Lessee the Borrower and its Subsidiaries, and (ii) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $50 million, as determined by the audit committee of the Board of Directors of the General Partner, at the option of the Required ParticipantsMajority Banks, the Administrative Agent shall have first retained, at Lesseethe Borrower's expense, an investment banking firm on behalf of the Participants Banks who shall also have rendered an opinion containing the statements and content referred to in clause (i).

Operations of MLP. Except in connection with an indirect Acquisition permitted by Section 5.208.04, the General Partner and Lessee the Borrower shall not permit the MLP or any of its Affiliates (including any Non-Recourse Subsidiary) to operate or conduct any business substantially similar to that conducted by Lessee the Borrower and its Subsidiaries within a 25 mile radius of any business conducted by Lessee the Borrower and its Subsidiaries. In order to comply with this Section 5.388.21, Lessee the Borrower may enter into one or more transactions by which its assets and properties are "swapped" or "exchanged" for assets and properties of another Person prior to or concurrently with another transaction which, but for such swap or exchange would violate this Section; provided, that (i) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $15 million, as determined by the audit committee of the Board of Directors of the General Partner, Lessee the Borrower shall have first obtained at its expense an opinion from a nationally recognized investment banking firm, addressed to it, the Administrative Agent and the Participants Banks and opining without material qualification and based on assumptions that are realistic at the time, that the exchange or swap transactions are fair to Lessee the Borrower and its Subsidiaries, and (ii) if the value of the MLP's assets or units to be so swapped or exchanged exceeds $50 million, as determined by the audit committee of the Board of Directors of the General Partner, at the option of the Required ParticipantsMajority Banks, the Administrative Agent shall have first retained, at Lesseethe Borrower's expense, an investment banking firm on behalf of the Participants Banks who shall also have rendered an opinion containing the statements and content referred to in clause (i).

Operations of MLP. Except in connection with an indirect Acquisition permitted by Section 5.207.04, the General Partner and Lessee the Borrower shall not permit the MLP or any of its Affiliates (including any Non-Recourse Subsidiary or any Unrestricted Subsidiary) to operate or conduct any business substantially similar to that conducted by Lessee the Borrower and its the Restricted Subsidiaries within a 25 mile radius of any business conducted by Lessee the Borrower and its the Restricted Subsidiaries. In order to comply with this Section 5.387.21, Lessee the Borrower may enter into one or more transactions by which its assets and properties are "swapped" or "exchanged" for assets and properties of another Person prior to or concurrently with another transaction which, but for such swap or exchange would violate this Section; provided, that (i) if the value of the MLPBorrower's assets or units to be so swapped or exchanged exceeds $15 million15,000,000, as determined by the audit committee of the Board of Directors of the General Partner, Lessee the Borrower shall have first obtained at its expense an opinion from a nationally recognized investment banking firm, addressed to it, the Administrative Agent and the Participants Lenders and opining without material qualification and based on assumptions that are realistic at the time, that the exchange or swap transactions are fair to Lessee the Borrower and its the Restricted Subsidiaries, and (ii) if the value of the MLPBorrower's assets or units to be so swapped or exchanged exceeds $50 million50,000,000, as determined by the audit committee of the Board of Directors of the General Partner, at the option of the Required ParticipantsLenders, the Administrative Agent shall have first retained, at Lesseethe Borrower's expense, an investment banking firm on behalf of the Participants Lenders who shall also have rendered an opinion containing the statements and content referred to in clause (i).