Common use of Limitation on Guarantee Obligations Clause in Contracts

Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate or partnership law, or any state or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 6.1 hereof would otherwise, taking into account the provisions of Section 6.7 hereof, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 6.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any Lender, any Agent or any other Person, be automatically limited and reduced to the highest amount that is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Appears in 5 contracts

Samples: Credit Agreement (Genzyme Corp), Credit Agreement (Genzyme Corp), Credit Agreement (Genzyme Corp)

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Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate or partnership law, or any state or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 6.1 6.01 hereof would otherwise, taking into account the provisions of Section 6.7 6.07 hereof, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 6.16.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any Lender, any the Administrative Agent or any other Person, be automatically limited and reduced to the highest amount that which is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Appears in 2 contracts

Samples: Credit Agreement (Barnes & Noble Inc), Credit Agreement (Barnes & Noble Inc)

Limitation on Guarantee Obligations. In any action or proceeding involving any provincial, territorial or state corporate or partnership law, or any state or Federal federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 6.1 hereof 13.01 would otherwise, taking into account the provisions of Section 6.7 hereof13.08, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 6.113.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any Lenderthe Administrative Agent, any Agent the Lenders or any other Person, be automatically limited and reduced to the highest amount that is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Appears in 1 contract

Samples: Term Loan Agreement (Axogen, Inc.)

Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate or partnership law, or any state or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 6.1 6.01 hereof would otherwise, taking into account the provisions of Section 6.7 6.07 hereof, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 6.16.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any LenderBank, any the Agent or any other Person, be automatically limited and reduced to the highest amount that which is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Appears in 1 contract

Samples: Credit Agreement (Forest Oil Corp)

Limitation on Guarantee Obligations. In any action or proceeding involving any state State corporate or partnership law, or any state State or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 6.1 6.01 hereof would otherwise, taking into account the provisions of Section 6.7 6.07 hereof, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 6.16.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, as the case may be, any Lender, any the Agent or any other Person, be automatically limited and reduced to the highest amount that which is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Appears in 1 contract

Samples: Credit Agreement (Sinclair Broadcast Group Inc)

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Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate or partnership other law, or any Federal or state or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 6.1 hereof 3.01 would otherwise, taking into account the provisions of Section 6.7 hereof3.08, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 6.13.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any Lender, any Agent Secured Party or any other Person, be automatically limited and reduced to the highest amount that is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Appears in 1 contract

Samples: Guarantee, Pledge and Security Agreement (Capital Southwest Corp)

Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate or partnership law, or any state or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Guarantor Subsidiary Guarantor under Section 6.1 2.1 hereof would otherwise, taking into account the provisions of Section 6.7 2.6 hereof, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said such Section 6.12.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary GuarantorGuarantor Subsidiary, any the Administrative Agent, the Issuing Banks, the Swingline Lender, any Agent the Banks or any other Person, be automatically limited and reduced to the highest amount that which is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding. Otherwise, the obligations of each Guarantor Subsidiary hereunder shall be unlimited in amount.

Appears in 1 contract

Samples: Credit Agreement (Cerner Corp /Mo/)

Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate or partnership law, or any state or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 6.1 hereof would otherwise, taking into account the provisions of Section 6.7 hereof, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 6.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any the Lender, any Agent or any other Person, be automatically limited and reduced to the highest amount that which is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Appears in 1 contract

Samples: Security Agreement (Agency Com LTD)

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