Common use of General Limitation on Guarantee Obligations Clause in Contracts

General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate 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 2.1 hereof would otherwise, taking into account the provisions of Section 2.8 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 2.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative 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 4 contracts

Samples: Credit Agreement (Iron Mountain Inc), Credit Agreement (Iron Mountain Inc), Credit Agreement (Iron Mountain Inc)

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General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate 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 paragraph (a) of this Section 2.1 hereof 9.14 would otherwise, taking into account the provisions of paragraph (f) of this Section 2.8 hereof9.14, 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 paragraph (a) of this Section 2.19.14, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative Agent, the Lenders any 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 4 contracts

Samples: Amendment (SPRINT Corp), Incremental Facility Amendment (SPRINT Corp), Incremental Facility Amendment (SPRINT Corp)

General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate 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 paragraph (a) of this Section 2.1 hereof 9.15 would otherwise, taking into account the provisions of paragraph (f) of this Section 2.8 hereof9.15, 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 paragraph (a) of this Section 2.19.15, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative Agent, the Lenders any Guaranteed 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 3 contracts

Samples: Amendment Agreement (Sprint Nextel Corp), Credit Agreement (Sprint Nextel Corp), Amendment No. 1 (Sprint Nextel Corp)

General Limitation on Guarantee Obligations. In any action or proceeding involving any provincial, territorial or state corporate law, or any state state, provincial, territorial or Federal federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 2.1 hereof 13.01 would otherwise, taking into account the provisions of Section 2.8 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 2.113.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative 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 3 contracts

Samples: Term Loan Agreement (Decipher Biosciences, Inc.), Term Loan Agreement (Decipher Biosciences, Inc.), Term Loan Agreement (Decipher Biosciences, Inc.)

General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate corporate, limited partnership or limited liability company law, or any state applicable state, federal or Federal foreign bankruptcy, insolvency, reorganization or other law Legal Requirement affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 2.1 hereof 7.01 would otherwise, taking into account the provisions of Section 2.8 hereof, otherwise be held or determined to be void, voidable, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 2.17.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative Agent, the Lenders any Loan Party or any other Person, be automatically limited and reduced to the highest amount (after giving effect to the right of contribution established in Section 7.10) that is valid and enforceable enforceable, not void or voidable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Appears in 3 contracts

Samples: Credit Agreement (Merge Healthcare Inc), Credit Agreement (Merge Healthcare Inc), Credit Agreement (Merge Healthcare Inc)

General Limitation on Guarantee Obligations. In any action or proceeding involving any provincial, territorial or state corporate law, or any state state, provincial, territorial or Federal federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 2.1 hereof 14.01 would otherwise, taking into account the provisions of Section 2.8 hereof14.08, 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 2.114.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative Agent, the Lenders any 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 3 contracts

Samples: Term Loan Agreement (Correvio Pharma Corp.), Term Loan Agreement (Cardiome Pharma Corp), Term Loan Agreement (Cardiome Pharma Corp)

General Limitation on Guarantee Obligations. In any action or ------------------------------------------- proceeding involving any state corporate 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 2.1 6.01 hereof would otherwise, taking into account the provisions of Section 2.8 6.08 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 2.16.01, 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, the Administrative Agent, the Lenders 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 3 contracts

Samples: Credit Agreement (Advanstar Holdings Inc), Credit Agreement (Advanstar Inc), Credit Agreement (Applied Business Telecommunications)

General Limitation on Guarantee Obligations. In any ------------------------------------------- action or proceeding involving any state corporate 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 2.1 hereof 8.01 would otherwise, taking into account the provisions of Section 2.8 hereof8.08, 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 2.18.01, 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, the Administrative Agent, the Lenders 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 2 contracts

Samples: Multi Year Credit Agreement (Smithfield Foods Inc), Multi Year Credit Agreement (Smithfield Foods Inc)

General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate 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 2.1 6.01 hereof would otherwise, taking into account the provisions of Section 2.8 6.08 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 2.16.01, 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, the Administrative Agent, the Lenders 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 and determined in such action or proceeding.

Appears in 2 contracts

Samples: Credit Agreement (Rutherford-Moran Oil Corp), Credit Agreement (Rutherford-Moran Oil Corp)

General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state or Federal bankruptcy, insolvency, reorganization or other applicable law in the jurisdiction of organization of any Guarantor affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 2.1 6.01 hereof would otherwise, taking into account the provisions of Section 2.8 6.08 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 2.16.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative Agent, the Lenders any 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 2 contracts

Samples: Credit Agreement (Gran Tierra Energy, Inc.), Credit Agreement (Gran Tierra Energy, Inc.)

General Limitation on Guarantee Obligations. In any ------------------------------------------- action or proceeding involving any state corporate 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 2.1 hereof 8.01 would otherwise, taking into account the provisions of Section 2.8 hereof8.08, 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 2.18.01, 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 Issuing Bank, the Administrative Agent, the Lenders 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 1 contract

Samples: Credit Agreement (Terra Industries Inc)

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General Limitation on Guarantee Obligations. In any ------------------------------------------- action or proceeding involving any state corporate 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 2.1 hereof 8.01 would otherwise, taking into account the provisions of Section 2.8 hereof8.08, 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 2.18.01, 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, the Administrative Agent, the Lenders 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 1 contract

Samples: Credit Agreement (Terra Industries Inc)

General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate 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 2.1 12.01 hereof would otherwise, taking into account the provisions of Section 2.8 12.08 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 2.112.01 hereof, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any Bank, the Administrative Agent, the Lenders 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 1 contract

Samples: Credit Agreement (Xl Capital LTD)

General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate 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 paragraph (a) of this Section 2.1 hereof 9.14 would otherwise, taking into account the provisions of paragraph (f) of this Section 2.8 hereof9.14, 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 paragraph (a) of this Section 2.19.14, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative Agent, the Lenders any Guaranteed 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: Credit Agreement (SPRINT Corp)

General Limitation on Guarantee Obligations. In any action or proceeding involving any provincial, territorial or state corporate 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 2.1 hereof 14.01 would otherwise, taking into account the provisions of Section 2.8 hereof14.08, 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 2.114.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative Agent, the Lenders any 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.. [†] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE COMMISSION 98

Appears in 1 contract

Samples: Term Loan Agreement (NanoString Technologies Inc)

General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state state, federal or Federal foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 2.1 hereof 7.01 would otherwise, taking into account the provisions of Section 2.8 hereof, otherwise be held or determined to be void, voidable, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability under said Section 2.17.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, the Administrative Agent, the Lenders any Loan Party or any other Personperson, 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.. ARTICLE VIII

Appears in 1 contract

Samples: Credit Agreement (Basic Energy Services Inc)

General Limitation on Guarantee Obligations. In ------------------------------------------- any action or proceeding involving any state corporate 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 2.1 hereof 10.1 would otherwise, taking into account the provisions of Section 2.8 hereof10.8, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any 77 other creditors, on account of the amount of its liability under said Section 2.110.1, 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, the Administrative Agent, the Lenders 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 1 contract

Samples: Credit Agreement (Terra Industries Inc)

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