General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any Debtor Relief Law, if the obligations of any Guarantor under Section 7.01 would 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 Section 7.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Party or any other person, be automatically limited and reduced to the highest amount after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement that are valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.
Appears in 6 contracts
Samples: Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any Debtor Relief Law, if the obligations of any Guarantor or any Co-Borrower under Section 7.01 would 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 Section 7.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Party or any other person, be automatically limited and reduced to the highest amount (after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement Agreement) that are valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.
Appears in 6 contracts
Samples: Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.), Credit Agreement (Novelis Inc.)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership bankruptcy, insolvency, reorganization or limited liability company law, or other Applicable Law in the jurisdiction of organization of any Debtor Relief LawGuarantor affecting the rights of creditors generally, if the obligations of any Guarantor under Section 7.01 this ARTICLE 10 would 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 Section 7.01, then, notwithstanding any other provision anything in this Agreement to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Secured Party or any other personPerson, be automatically limited and reduced to the highest amount after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement that are would be 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 (Transatlantic Petroleum Ltd.), Credit Agreement (Transatlantic Petroleum Ltd.), Credit Agreement (Transatlantic Petroleum Ltd.)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any Debtor Relief Law, if the obligations of any Guarantor or the Borrower under Section 7.01 would 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 Section 7.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Party or any other person, be automatically limited and reduced to the highest amount (after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement Agreement) that are valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.
Appears in 4 contracts
Samples: Short Term Credit Agreement (Novelis Inc.), Intercreditor Agreement (Novelis Inc.), Term Credit Agreement (Novelis Inc.)
General Limitation on Guarantee Obligations. In any action or proceeding Proceeding involving any state corporate corporate, limited partnership or limited liability company law, or any Debtor Relief LawApplicable Law affecting the rights of creditors generally, if the obligations of any Guarantor under Section 7.01 13.01 would 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 Section 7.0113.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan other Transaction Party or any other person, be automatically limited and reduced to the highest amount (after giving effect to the rights right of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement Section 13.11) that are is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceedingProceeding.
Appears in 2 contracts
Samples: Supply and Offtake Agreement (Philadelphia Energy Solutions Inc.), Supply and Offtake Agreement (Philadelphia Energy Solutions 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 applicable Debtor Relief Law, if the obligations of any Guarantor under Section 7.01 would 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 Section 7.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any other Loan Party or any other person, be automatically limited and reduced to the highest amount after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement that are 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: Bridge Loan Agreement (Newell Brands Inc), Joinder Agreement (Newell Rubbermaid Inc)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership bankruptcy, insolvency, reorganization or limited liability company law, or other Applicable Law in the jurisdiction of organization of any Debtor Relief LawGuarantor affecting the rights of creditors generally, if the obligations of any Guarantor under Section 7.01 this ARTICLE 9 would 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 Section 7.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Secured Party or any other personPerson, be automatically limited and reduced to the highest amount after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement that are would be valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.
Appears in 1 contract
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any Debtor Relief Law, if the obligations of any Guarantor or any Co-Borrower under Section 7.01 would 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 Section 7.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Party or any other person, be automatically limited and reduced to the highest amount (after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement Agreement) that are valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.. Section 7.09
Appears in 1 contract
Samples: Credit Agreement (Novelis Inc.)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any Debtor Relief Lawstate or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Guarantor the Guarantor, under its guarantee or otherwise to Secured Party would, taking into account the provisions of Section 7.01 would otherwise 11(j) hereof, be held or determined to be void, voidable, invalid or unenforceableenforceable, or subordinated to the claims of any creditors other creditorsthan the Secured Party, on account of the amount of its liability under Section 7.01its guarantee or otherwise to the Secured Party, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such the Guarantor, any Loan the Secured Party or any other personPerson, be automatically limited and reduced to the highest amount after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement that are is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.
Appears in 1 contract
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate corporate, limited partnership or limited liability company law, or any Debtor Relief Lawapplicable law affecting the rights of creditors generally, if the obligations of any Guarantor under Section 7.01 11.1(a) would 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 Section 7.0111.1(a), then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Credit Party or any other personPerson, be automatically limited and reduced to the highest amount after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement that are 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: Assignment and Acceptance Agreement (Sg Blocks, Inc.)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any Debtor Relief Law, if the obligations of any Guarantor or any Co-Borrower under Section 7.01 would 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 Section 7.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Party or any other person, be automatically limited and reduced to the highest amount (after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement Agreement) that are valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.. 267 1060441.101066947.03-CHISR01A - MSW
Appears in 1 contract
Samples: Credit Agreement (Novelis 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 applicable Debtor Relief Law, if the obligations of any Guarantor (other than the Company) under Section 7.01 would 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 Section 7.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any other Loan Party or any other personPerson, be automatically limited and reduced to the highest amount after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement that are is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.
Appears in 1 contract
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any Debtor Relief Law, if the obligations of any Guarantor or the Borrower under Section 7.01 would 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 Section 7.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any Loan Party or any other person, be automatically limited and reduced to the highest amount (after giving effect to the rights of contribution established in the Contribution, Intercompany, Contracting and Offset Agreement Agreement) that are valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.. Section 7.09
Appears in 1 contract
Samples: Term Credit Agreement (Novelis Inc.)