Common use of Limitation on Guarantors’ Liability Clause in Contracts

Limitation on Guarantors’ Liability. Each Guarantor by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal or state law. To effectuate the foregoing intention, each Holder of a Security entitled to the benefits of the Guarantee and each Guarantor hereby irrevocably agrees that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by Guarantee of such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of the Federal Bankruptcy Code, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state lawlaw or the provisions of its local law relating to fraudulent transfer or conveyance. To effectuate the foregoing intention, each Holder of a Security entitled to the benefits of Trustee, the Guarantee Holders and each Guarantor Guarantors hereby irrevocably agrees agree that the obligations of each such Guarantor under the its Guarantee shall be limited to the maximum amount as willthat will not, after giving effect to all other contingent and fixed liabilities of such Guarantor and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the its Guarantee, not result in the obligations of such Guarantor under the its Guarantee constituting a fraudulent conveyance transfer or fraudulent transfer under federal or state lawconveyance.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the its Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Security entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the its Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the its Guarantee, not result in the obligations of such Guarantor under the Guarantee not constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security Note entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the its Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Security Note entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the its Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the its Guarantee, not result in the obligations of such Guarantor under the Guarantee not constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Debt Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the its Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Debt Security entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the its Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the its Guarantee, not result in the obligations of such Guarantor under the Guarantee not constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee its Guaranty not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder of a Security entitled to the benefits of Holders and the Guarantee and each Guarantor Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the Guarantee its Guaranty shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guaranteeits Guaranty, not result in the obligations Obligations of such Guarantor under the Guarantee Guaranty not constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor by its acceptance hereof and each Holder of a Security and the Trustee entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal or state law. To effectuate the foregoing intention, each Holder of a Security and the Trustee entitled to the benefits of the Guarantee and each Guarantor hereby irrevocably agrees that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Security entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security Note entitled to the benefits of the Guarantee Guarantees hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the its Guarantee not constitute a fraudulent conveyance, fraudulent preference or fraudulent transfer or conveyance for purposes of any federal or state otherwise reviewable transaction under applicable law. To effectuate the foregoing intention, each Holder of the Holders of a Security Note entitled to the benefits of the Guarantee Guarantees and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the its Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor (including, without limitation, any guarantees under the Credit Agreement and the Term Loan Agreement) and after giving effect to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the its Guarantee, not result in the obligations of such Guarantor under the its Guarantee not constituting a fraudulent conveyance conveyance, fraudulent preference or fraudulent transfer or otherwise reviewable transaction under federal or state applicable law.

Limitation on Guarantors’ Liability. Each Guarantor by its acceptance hereof and each Holder of a Security Note entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal or state law. To effectuate the foregoing intention, each Holder of a Security Note entitled to the benefits of the Guarantee and each Guarantor hereby irrevocably agrees that the obligations Obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations Obligations of such other Guarantor under the Guarantee, not result in the obligations Obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security Note entitled to the benefits of the Guarantee Guarantees hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the its Guarantee not constitute a fraudulent conveyance, fraudulent preference or fraudulent transfer or conveyance for purposes of any federal or state otherwise reviewable transaction under applicable law. To effectuate the foregoing intention, each Holder of the Holders of a Security Note entitled to the benefits of the Guarantee Guarantees and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the its Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor (including, without limitation, any guarantees under the Credit Agreement) and after giving effect to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the its Guarantee, not result in the obligations of such Guarantor under the its Guarantee not constituting a fraudulent conveyance conveyance, fraudulent preference or fraudulent transfer or otherwise reviewable transaction under federal or state applicable law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Debt Security entitled to the benefits of the a Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the its Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Debt Security entitled to the benefits of the a Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the its Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the its Guarantee, not result in the obligations of such Guarantor under the its Guarantee not constituting a fraudulent conveyance or fraudulent transfer under federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state State law. To effectuate the foregoing intention, each Holder the Holders of a Security entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state State law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Debt Security entitled to the benefits of the Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Debt Security entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law, or being void or unenforceable under any law relating to insolvency of debtors.

Limitation on Guarantors’ Liability. (1) Each Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state State law. To effectuate the foregoing intention, each Holder the Holders of a Security entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state State law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder of a Security entitled to the benefits of the Guarantee and each Guarantor hereby irrevocably agrees that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security Note entitled to the benefits of the Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the its Guarantee not constitute a fraudulent transfer or conveyance for purposes of any U.S. federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Security Note entitled to the benefits of the Guarantee Guarantees and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the its Guarantee shall be limited to the maximum amount as willshall, after giving effect to such maximum amount and all other contingent and fixed liabilities of such Guarantor that are relevant under such laws and to any collections from, rights to receive contribution from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the its Guarantee, not result in the obligations of such Guarantor under the Guarantee not constituting a fraudulent conveyance or fraudulent transfer under applicable U.S. federal or state law.

Limitation on Guarantors’ Liability. Each The Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such the Guarantor pursuant to the its Guarantee not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Code, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any federal similar Federal or state law. To effectuate the foregoing intention, each Holder of a Security entitled to the benefits of Trustee, the Guarantee Holders and each the Guarantor hereby irrevocably agrees agree that the obligations of each Guarantor under the Guarantee Guaranteed Obligations shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the GuaranteeGuarantor, not result in the obligations of such Guarantor under the Guarantee Guaranteed Obligations not constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state lawlaw or render the Guarantor insolvent.

Limitation on Guarantors’ Liability. Each Guarantor by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal or state law. To effectuate the foregoing intention, each Holder of a Security entitled to the benefits of the Guarantee and each Guarantor hereby irrevocably agrees that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Debt Security entitled to the benefits of the Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Debt Security entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor by its acceptance hereof and each Holder of a Security and the Trustee entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal or state law. To effectuate the foregoing intention, each Holder of a Security and the Trustee entitled to the benefits of the Guarantee and each Guarantor hereby irrevocably agrees that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as and will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor and by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee Guaranty by such Guarantor pursuant to the Guarantee its Guaranty not constitute a fraudulent transfer or conveyance for purposes of any federal Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar Federal or state law. To effectuate the foregoing intention, each Holder of a Security entitled to the benefits of the Guarantee Holders and each such Guarantor hereby irrevocably agrees agree that the obligations of each such Guarantor under the Guarantee its Guaranty shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guaranteeits Guaranty or pursuant to Section 14.13, not result in the obligations of such Guarantor under the Guarantee Guaranty not constituting a fraudulent conveyance or such fraudulent transfer under federal or state lawconveyance.

Limitation on Guarantors’ Liability. Each The Guarantor and by its acceptance hereof and each Holder of a Security an Initial Note entitled to the benefits of the Guarantee hereby confirms confirm that it is the intention of all such parties that the guarantee by such the Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal Federal or state law. To effectuate the foregoing intention, each Holder the Holders of a Security an Initial Note entitled to the benefits of the Guarantee and each Guarantor the Guarantors hereby irrevocably agrees agree that the obligations of each the Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the GuaranteeGuarantor, not result in the obligations of such the Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal Federal or state law.

Limitation on Guarantors’ Liability. Each Guarantor by its acceptance hereof and each Holder of a Security entitled to the benefits of the Guarantee hereby confirms that it is the intention of all such parties that the guarantee by such Guarantor pursuant to the Guarantee not constitute a fraudulent transfer or conveyance for purposes of any federal or state law. To effectuate the foregoing intention, each Holder of a Security entitled to the benefits of the Guarantee and each Guarantor hereby irrevocably agrees that the obligations of each Guarantor under the Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor and to any collections from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under the Guarantee, not result in the obligations of such Guarantor under the Guarantee constituting a fraudulent conveyance or fraudulent transfer under federal or state law.. Table Of Contents