General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal or foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary 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 Credit 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 9 contracts
Samples: Credit Agreement (Cpi International, Inc.), Credit Agreement (Cpi International, Inc.), Credit Agreement (Cpi International, Inc.)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any applicable state, federal or foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary 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 Subsidiary Guarantor, any other Credit Loan 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 5 contracts
Samples: Credit Agreement (Adesa Inc), Credit Agreement (SFBC International Inc), Credit Agreement (Adesa Inc)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal state or foreign Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 7.01 3.01 would otherwise otherwise, taking into account the provisions of Section 3.07, 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 7.013.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Guarantor, any other Credit Party Lender, the Administrative Agent 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.
Appears in 4 contracts
Samples: Credit Agreement (Xl Capital LTD), Credit and Reimbursement Agreement (Xl Capital LTD), Credit and Reimbursement Agreement (Xl Capital LTD)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal state or foreign Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 7.01 6.01 hereof would otherwise otherwise, taking into account the provisions of Section 6.08 hereof, 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 7.016.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any other Credit Party Bank, the Agent 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.
Appears in 2 contracts
Samples: Credit Agreement (Forest Oil Corp), Credit Agreement (Forest Oil Corp)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal state or foreign Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 7.01 6.01 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 7.016.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any other Credit Party Lender, the Administrative Agent 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.
Appears in 2 contracts
Samples: Credit Agreement (Imco Recycling Inc), Credit Agreement (Imco Recycling 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 state, federal or foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary 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 Credit Loan 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 proceedingproceeding (the "MAXIMUM LIABILITY").
Appears in 1 contract
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal state or foreign Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 7.01 3.1 would otherwise otherwise, taking into account the provisions of Section 3.8, 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 7.013.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Guarantor, any other Credit Party Lender, the Agent or any other personPerson, be automatically limited 50 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
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal or foreign Federal bankruptcy, insolvency, reorganization reorganization, fraudulent conveyance or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 7.01 9.01 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 said Section 7.019.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Guarantor, any other Credit Party Holder, the Administrative Agent 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.
Appears in 1 contract
Samples: Note and Guarantee Agreement (Metromedia Fiber Network Inc)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal state or foreign Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 7.01 3.1 would otherwise otherwise, taking into account the provisions of Section 3.8, 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 7.013.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Guarantor, any other Credit Party Lender, the Administrative Agent 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.
Appears in 1 contract
Samples: Credit Agreement (Teltrust Inc)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any applicable state, federal or foreign bankruptcy, insolvency, reorganization or other applicable law affecting the rights of creditors generally, if the obligations of any Subsidiary the Guarantor under Section 7.01 1.01 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 7.011.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantor, any other Credit Party the Guarantor or any other person, be automatically limited and reduced to the highest amount 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 1 contract
Samples: Receivables Pledge Agreement (Tecumseh Products Co)
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 state, federal or foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 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 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 Credit Loan 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
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal state or foreign Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor Guarantors under Section 7.01 subsection 12.1 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 7.01subsection 12.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such GuarantorGuarantors, any other Credit Party Lender, the Administrative Agent 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.
Appears in 1 contract
Samples: Credit Agreement (Schein Henry Inc)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate law, or any state, federal state or foreign Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any the Subsidiary Guarantor Guarantors under Section 7.01 10.01 would otherwise 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 7.0110.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such any Subsidiary Guarantor, any other Credit Party Investor 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.
Appears in 1 contract
Samples: Subordinated Note Purchase Agreement (Nuco2 Inc /Fl)
General Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate lawlimited partnership or limited liability company Law, or any applicable state, federal or foreign bankruptcy, insolvency, reorganization or other law Law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor the Parent Company under Section 7.01 8.1 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, 8.1 then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Guarantorthe Parent Company, any other Credit Party the Unsecured Lenders 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.
Appears in 1 contract
Samples: Management Services Agreement (iANTHUS CAPITAL HOLDINGS, INC.)