Common use of Re-designation of an Unrestricted Subsidiary as a Restricted Subsidiary Clause in Contracts

Re-designation of an Unrestricted Subsidiary as a Restricted Subsidiary. The Board of Directors of MLP Parent may at any date designate any Unrestricted Subsidiary (including, without limitation, any MLP Subsidiary or Exclusive Entity) to be a Restricted Subsidiary of MLP Parent; provided that (a) such designation will be deemed on such date to be (i) an incurrence of Indebtedness by such Restricted Subsidiary of any outstanding Indebtedness of such Unrestricted Subsidiary and (ii) an Investment by such Restricted Subsidiary in the amount of any outstanding Investment of such Unrestricted Subsidiary in any third party, and (b) such designation will only be permitted if (i) such deemed incurrence of Indebtedness is permitted under Section 9.2.3, calculated on a pro forma basis as if such designation had occurred at the beginning of the four Fiscal Quarter reference period, (ii) such deemed Investment is permitted under Section 9.2.2, calculated on a pro forma basis as if such designation had occurred at the beginning of the four Fiscal Quarter reference period, and (iii) no Default or Event of Default would be in existence following such designation.

Re-designation of an Unrestricted Subsidiary as a Restricted Subsidiary. The Board of Directors of MLP Parent may at any date designate any Unrestricted Subsidiary (including, without limitation, any MLP Subsidiary or Exclusive Entity) to be a Restricted Subsidiary of MLP Parent; provided that (ai) such designation will be deemed on such date to be (iA) an incurrence of Indebtedness by such Restricted Subsidiary of any outstanding Indebtedness of such Unrestricted Subsidiary and (iiB) an Investment by such Restricted Subsidiary in the amount of any outstanding Investment of such Unrestricted Subsidiary in any third party, and (bii) such designation will only be permitted if (iA) such deemed incurrence of Indebtedness is permitted under Section 9.2.315.4(c), calculated on a pro forma basis as if such designation had occurred at the beginning of the four Fiscal Quarter reference period, (iiB) such deemed Investment is permitted under Section 9.2.215.4(b), calculated on a pro forma basis as if such designation had occurred at the beginning of the four Fiscal Quarter reference period, and (iiiC) no Default or Event of Default would be in existence following such designation.