Common use of Limited Guarantee Clause in Contracts

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have delivered to Sellers the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and constitutes the legal, valid and binding obligation of the Guarantors, enforceable against them in accordance with its terms, except insofar as such enforceability may be limited by the Enforceability Exceptions. No event has occurred, and there is no condition or circumstance existing, which, with or without notice, lapse of time or both, could constitute or could reasonably be expected to constitute a breach or default on the part of the Guarantors under the Limited Guarantee.

Appears in 3 contracts

Samples: Purchase Agreement (Tallgrass Holdings, LLC), Purchase Agreement (Tallgrass KC, LLC), Purchase Agreement (Kelso GP VIII, LLC)

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Limited Guarantee. Concurrently with the execution of this the Agreement, the Guarantors have delivered to Sellers the Company a duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and constitutes the legal, is a valid and binding obligation of the Guarantorseach Guarantor, enforceable against them in accordance with its termssubject to bankruptcy, except insofar as such enforceability may be limited by the Enforceability Exceptions. No insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principles, and no event has occurred, and there is no condition or circumstance existing, which, which with or without notice, lapse of time or both, could constitute or could reasonably be expected to would constitute a breach or default on the part of the Guarantors Guarantor under the Limited Guarantee.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Yongye International, Inc.), Agreement and Plan of Merger (Full Alliance International LTD), Agreement and Plan of Merger (Morgan Stanley)

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have delivered to Sellers the duly executed and delivered the Limited GuaranteeGuarantee to the Company. The As of the date hereof, the Limited Guarantee is in full force and effect and constitutes is the legal, valid and binding obligation of the Guarantorseach Guarantor, enforceable against them in accordance with its terms, except insofar as such enforceability may be limited by subject to the Enforceability ExceptionsBankruptcy and Equity Exception, and has not been amended, withdrawn or rescinded in any respect. No event has occurred, and there is no condition or circumstance existing, occurred which, with or without notice, lapse of time or both, could constitute or could reasonably be expected to would constitute a default or breach or default on the part of the Guarantors any Guarantor under the Limited Guarantee.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Verifone Systems, Inc.), Agreement and Plan of Merger (Triton International LTD)

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have Guarantor has delivered to Sellers the Company a duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and constitutes is the legal, valid and binding obligation of the Guarantors, enforceable against them in accordance with its terms, Guarantor (except insofar as such to the extent that enforceability may be limited by the Enforceability Exceptions. No applicable bankruptcy, insolvency, moratorium, reorganization or similar Laws affecting the enforcement of creditors’ rights generally or by general principles of equity), and no event has occurred, and there is no condition or circumstance existing, occurred which, with or without notice, lapse notice or lack of time or both, could constitute or could reasonably be expected to would constitute a breach or default on the part of the Guarantors Guarantor under the such Limited Guarantee.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (AutoWeb, Inc.), Agreement and Plan of Merger (AutoWeb, Inc.)

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have delivered to Sellers the Company the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and constitutes is the legalvalid, valid binding and binding enforceable obligation of the Guarantors, enforceable against them in accordance with its termssubject to the Bankruptcy and Equity Exception. As of the date hereof, except insofar as such enforceability may be limited by the Enforceability Exceptions. No no event has occurred, and there is no condition or circumstance existing, occurred which, with or without notice, lapse of time or both, could constitute or could reasonably be expected to would constitute a breach or default on the part of the Guarantors under the Limited Guarantee.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Providence Equity Partners VI L P), Agreement and Plan of Merger (Sra International Inc)

Limited Guarantee. Concurrently with the execution of this the Agreement, the Guarantors have Guarantor has delivered to Sellers the Company a duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and constitutes the is a legal, valid and binding obligation of the GuarantorsGuarantor, enforceable against them in accordance with its termssubject to the Bankruptcy and Equity Exception, except insofar as such enforceability may be limited by the Enforceability Exceptions. No and no event has occurred, and there is no condition or circumstance existing, which, which with or without notice, lapse of time or both, could constitute or could reasonably be expected to would constitute a breach or default on the part of the Guarantors Guarantor under the Limited Guarantee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (China Nuokang Bio-Pharmaceutical Inc.)

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have Guarantor has delivered to Sellers the Company the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and constitutes is the legalvalid, valid binding and binding enforceable obligation of the GuarantorsGuarantor (subject to the Bankruptcy and Equity Exception), enforceable against them in accordance with its terms, except insofar as such enforceability may be limited by the Enforceability Exceptions. No no event has occurred, and there is no condition or circumstance existing, occurred which, with or without notice, lapse of time or both, could constitute or could reasonably be expected to would constitute a breach or default on the part of the Guarantors Guarantor under the Limited Guarantee and there exist no facts or circumstances that are reasonably expected to result in a default on the part of the Guarantor under the Limited Guarantee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nts, Inc.)

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have Guarantor has delivered to Sellers the Company a duly executed Limited GuaranteeGuarantee with respect to certain matters on the terms specified therein. The Assuming the due authorization, execution and delivery by the Company, the Limited Guarantee is in full force and effect and constitutes the legala valid, valid binding and binding enforceable obligation of the GuarantorsGuarantor, enforceable against them in accordance with its termssubject to the Bankruptcy and Equity Exception, except insofar as such enforceability may be limited by the Enforceability Exceptions. No and no event has occurred, and there is no condition or circumstance existing, which, with or without notice, lapse of time or both, could constitute or could reasonably be expected to would constitute a breach or default on the part of the Guarantors Guarantor under the Limited Guarantee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hailiang Education Group Inc.)

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Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have Guarantor has delivered to Sellers the Company the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and constitutes the legalis a valid, valid binding and binding enforceable obligation of the Guarantors, enforceable against them in accordance with its terms, except insofar as such enforceability may be limited by the Enforceability ExceptionsGuarantor. No event has occurred, and there is no condition or circumstance existing, which, with or without notice, lapse of time or both, could constitute or could reasonably be expected to would constitute a breach or default on the part of the Guarantors Guarantor under the Limited Guarantee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Matrixx Initiatives Inc)

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have delivered to Sellers the Company a duly executed Limited GuaranteeGuarantee with respect to certain matters on the terms specified therein. The Limited Guarantee is in full force and effect and constitutes the legala valid, valid binding and binding enforceable obligation of the Guarantors, enforceable against them in accordance with its termssubject to the Bankruptcy and Equity Exception, except insofar as such enforceability may be limited by the Enforceability Exceptions. No and no event has occurred, and there is no condition or circumstance existing, which, with or without notice, lapse of time or both, could constitute or could reasonably be expected to would constitute a breach or default on the part of the Guarantors any Guarantor under the Limited Guarantee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (China Customer Relations Centers, Inc.)

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have Guarantor has delivered to Sellers the Company the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and constitutes the a legal, valid and binding obligation of the GuarantorsGuarantor, enforceable against them it in accordance with its terms, except insofar as such enforceability may be limited by subject to the Enforceability ExceptionsLimitations. No event has occurred, and there is no condition or circumstance existing, whichoccurred that, with notice or without notice, lapse of time or both, could constitute would, or could would reasonably be expected to to, constitute a breach or default on the part of the Guarantors under Guarantor pursuant to the Limited Guarantee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Monotype Imaging Holdings Inc.)

Limited Guarantee. Concurrently with the execution of this Agreement, the Guarantors have Guarantor has delivered to Sellers the Company a true, complete and correct copy of the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect effect, has not been amended or modified and constitutes the a legal, valid and binding obligation of the GuarantorsGuarantor, enforceable against them it in accordance with its terms, except insofar as such enforceability may be limited by subject to the Enforceability Bankruptcy and Equity Exceptions. No event has occurred, and there is no condition or circumstance existing, whichoccurred that, with notice or without notice, lapse of time or both, could constitute would, or could would reasonably be expected to to, constitute a breach or default on the part of the Guarantors under Guarantor pursuant to the Limited Guarantee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Heritage-Crystal Clean, Inc.)

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