Bankruptcy Limitation. Notwithstanding anything contained herein to the contrary, it is the intention of the Mortgagor, the Mortgagee and the other Credit Parties that the amount of the Obligation secured by the Mortgagor’s interests in any of its Property shall be in, but not in excess of, the maximum amount permitted by fraudulent conveyance, fraudulent transfer and other similar law, rule or regulation of any Governmental Authority applicable to the Mortgagor. Accordingly, notwithstanding anything to the contrary contained in this Mortgage in any other agreement or instrument executed in connection with the payment of any of the Obligations, the amount of the Obligations secured by the Mortgagor’s interests in any of its Property pursuant to this Mortgage shall be limited to an aggregate amount equal to the largest amount that would not render the Mortgagor’s obligations hereunder or the Liens and security interest granted to the Mortgagee hereunder subject to avoidance under Section 548 of the United States Bankruptcy Code or any comparable provision of any other applicable law.
Bankruptcy Limitation. Notwithstanding anything contained herein to the contrary, it is the intention of the Mortgagor, the Mortgagee and the other Secured Parties that the amount of the Obligation secured by the Mortgagor’s interests in any of its Property shall be in, but not in excess of, the maximum amount permitted by fraudulent conveyance, fraudulent transfer and other similar law, rule or regulation of any Governmental Authority applicable to the Mortgagor. Accordingly, notwithstanding anything to the contrary contained in this Deed of Trust or in any other agreement or instrument executed in connection with the payment of any of the Obligations, the amount of the Obligations secured by the Mortgagor’s interests in any of its Property pursuant to this Deed of Trust shall be limited to an aggregate amount equal to the largest amount that would not render the Mortgagor’s obligations hereunder or the Liens and security interest granted to the Mortgagee hereunder subject to avoidance under Section 548 of the United States Bankruptcy Code or any comparable provision of any other applicable law. EXECUTED AND DELIVERED as of the dated set forth in the notary below and EFFECTIVE for all purposes as of the Effective Date. MORTGAGOR: , a By: Name: Title Federal Tax Identification Number: 00-0000000 State Organizational Number: 5312102 Address of Mortgagor: 0000 00xx Xxxxxx, Xxxxx 0000 Xxxxxx, XX 00000 THE STATE OF § § COUNTY OF § This instrument was acknowledged before me on this day of , 2015, by , as of , a on behalf of said company. Notary Public in and for the State of [ ] [SEAL] Any reference in this Exhibit to xxxxx or units is for warranty of interest, administrative convenience, and identification and shall not limit or restrict the right, title, interest, or properties covered by this Deed of Trust. All right, title, and interest of Mortgagor in the properties described herein are and shall be subject to this Deed of Trust, regardless of the presence of any units or xxxxx not described herein. Unless otherwise expressly provided, all recording references in this Exhibit are references to the official public records of real property in the county or counties (or parish or parishes) in which the Collateral is located and in which record documents relating to the Collateral are recorded, whether Conveyance Records, Deed Records, Mortgage Records, Oil and Gas Records, Oil and Gas Lease Records, or other records. $ , For value received, the undersigned JAGGED PEAK ENERGY LLC, a...
Bankruptcy Limitation. Section 4.3 of the Retention Agreement is hereby deleted in its entirety.
Bankruptcy Limitation. The Executive agrees and acknowledges that any payments pursuant to this Agreement that have not accrued and become due and payable prior to the Company or any of its Affiliates filing a petition for relief under the United States Bankruptcy Code in any state or Federal court shall be null and void.
Bankruptcy Limitation. The Parties further agree that in the event Kadmon, its Affiliates, or any successor, assign or trustee seeks to sell, transfer or otherwise convey the ANDA pursuant to Section 363 of the Code, such sale, transfer or conveyance must be made subject to this Agreement and all licenses and rights to licenses granted under and pursuant to this Agreement, and that no other consideration would be sufficient to adequately protect AbbVie’s rights and interests under this Agreement so as to permit such sale, transfer or conveyance free and clear of AbbVie’s rights and interests under Section 363(f) of the Code.
Bankruptcy Limitation. All of the limitations contained in the approved service plan, including, but not limited to, those pertaining to the maximum debt mill levy and the maximum debt mill levy imposition term shall have been established under the authority of the city to approve a service plan with conditions pursuant to C.R.S. § 32-1-204.5. It is expressly intended that such limitations:
(1) Shall not be subject to set-aside for any reason or by any court of competent jurisdiction, absent an amendment to the approved service plan; and
(2) Are, together with all other requirements of Colorado law, included in the "Political or Governmental Powers" reserved to the state under the United States Bankruptcy Code, 11 U.S.C. section 903, and are also included in the "Regulatory or Electoral Approval Necessary Under Applicable Non-Bankruptcy Law" as required for confirmation of a chapter 9 bankruptcy plan under 11 U.S.C. section 943(B)(6).
Bankruptcy Limitation. The Parties further agree that in the event Deverra, its Affiliates, or any successor, assign or trustee seeks to sell, transfer or otherwise convey any asset comprising a Purchased Asset pursuant to Section 363 of the Code, such sale, transfer or conveyance must be made subject to this Agreement and all rights, licenses and rights to licenses granted under and pursuant to this Agreement, and that no other consideration would be sufficient to adequately protect Coeptis’ rights and interests under this Agreement so as to permit such sale, transfer or conveyance free and clear of Coeptis’ rights and interests under Section 363(f) of the Code.
Bankruptcy Limitation. All of the limitations contained in this Service Plan, including, but not limited to, those pertaining to the Maximum Debt Mill Levy, Maximum Debt Mill Levy Imposition Term and the Fees have been established under the authority of the City to approve a Service Plan with conditions pursuant to Section 32-1-204.5, C.R.S. It is expressly intended that such limitations:
(a) Shall not be subject to set-aside for any reason or by any court of competent jurisdiction, absent a Service Plan Amendment; and
(b) Are, together with all other requirements of Colorado law, included in the “political or governmental powers” reserved to the State under the U.S. Bankruptcy Code (11 U.S.C.) Section 903, and are also included in the “regulatory or electoral approval necessary under applicable nonbankruptcy law” as required for confirmation of a Chapter 9 Bankruptcy Plan under Bankruptcy Code Section 943(b)(6). Any Debt, issued with a pledge or which results in a pledge, that exceeds the Maximum Debt Mill Levy or the Maximum Debt Mill Levy Imposition Term, shall be deemed a material modification of this Service Plan pursuant to Section 32-1-207, C.R.S. and shall not be an authorized issuance of Debt unless and until such material modification has been approved by the City as part of a Service Plan Amendment.
Bankruptcy Limitation. Notwithstanding any provision to the contrary in this Agreement or applicable law, without the written approval of all Members and all Directors on the Board of Directors (including the Independent Director(s)), neither any Member nor the Company shall have the right to (i) institute proceedings to have the Company adjudicated as bankrupt or insolvent; (ii) consent to the institution of bankruptcy or insolvency proceedings against the Company; (iii) file a petition or consent to a petition seeking reorganization or relief on behalf of the Company under any applicable state or Federal law relating to bankruptcy or insolvency; (iv) consent to the appointment of a receiver, conservator, liquidator, assignee, trustee, sequestrator (or other similar official) of the Company or a substantial part of its property; (v) make or consent to the making of any assignment for the benefit of the Company’s creditors; (vi) cause the Company to admit in writing its inability to pay its debts generally as they become due or admit that it is otherwise insolvent; (vii) take any action or cause the Company to take any action, in furtherance of the foregoing; or (viii) amend, alter, change or repeal (or adopt any amendment inconsistent with) any of the following Sections of this Agreement: Sections 2.2, 3.1, 3.3, 8.1, 8.2, 8.3, 9.1, 9.4, 11.7 and this Section 9.3 (collectively, the -Special Purpose Provisions”). So long as any Obligations are outstanding, no amendment may be made to any of the Special Purpose Provisions or to the Articles of Organization of the Company unless, prior thereto, Lexington shall have been given written notice thereof and shall have consented in writing to such amendment. When acting on matters subject to the vote of the Directors on the Board of Directors, notwithstanding that the Company may not be insolvent, the Directors (including the Independent Directors)) shall take into account the interests of the Company’s creditors.
Bankruptcy Limitation. It is expressly intended that all of the limitations contained in the Service Plan, including, but not limited to, those pertaining to the Maximum Debt Mill Levy and the Recurring Fees, that have been established under the authority of the Town to approve a Service Plan with conditions pursuant to Section 32-1-204.5, C.R.S.:
(a) Shall not be subject to set-aside for any reason or by any court of competent jurisdiction, absent an amendment to the Service Plan; and
(b) Are, together with all other requirements of Colorado law, included in the “political or governmental powers” reserved to the State under the U.S. Bankruptcy Code (11 U.S.C.) Section 903, and are also included in the “regulatory or electoral approval necessary under applicable nonbankruptcy law” as required for confirmation of a Chapter 9 Bankruptcy Plan under Bankruptcy Code Section 943(b)(6). The filing of any bankruptcy petition by the Districts shall constitute, simultaneously with such filing, a material departure of the express terms of the Service Plan, and thus an express violation of the approval of the Service Plan. The Districts shall promptly notify the Town and propose an amendment to the Service Plan to address the future of the Districts.
