Common use of General Limitation on Guaranteed Obligations Clause in Contracts

General Limitation on Guaranteed Obligations. If 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, fraudulent conveyance or transfer law or regulation, or other law affecting the rights of creditors generally, the obligations of any Guarantor under Section 10.1 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 10.1, 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 that is valid and enforceable and not subordinated to the claims of other creditors.

Appears in 9 contracts

Samples: Credit Agreement (Davita Inc.), Credit Agreement (Tivity Health, Inc.), Credit Agreement (Davita Inc.)

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General Limitation on Guaranteed Obligations. If in In any action or proceeding involving any state corporate federal, state, provincial or territorial, corporate, limited partnership or limited liability company law, or any applicable state, federal or foreign bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer law or regulation, reorganization or other law affecting the rights of creditors generally, if the obligations of any Guarantor under Section 10.1 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 10.1, then, notwithstanding any other provision to the contrary, the amount of such liability of such Guarantor 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 right of contribution established in Section 10.9) that is valid and enforceable and not subordinated to the claims of other creditorscreditors as determined in such action or proceeding.

Appears in 6 contracts

Samples: Credit and Guaranty Agreement (Ancestry.com LLC), Credit and Guaranty Agreement (Ancestry.com LLC), Credit and Guaranty Agreement (Ancestry.com LLC)

General Limitation on Guaranteed Obligations. If 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, fraudulent conveyance or transfer law or regulation, or other law affecting the rights of creditors generally, the obligations of any Guarantor under Section 10.1 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 10.1, 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 Personperson, be automatically limited and reduced to the highest amount that is valid and enforceable and not subordinated to the claims of other creditors.

Appears in 2 contracts

Samples: Credit Agreement (Davita Inc), Credit Agreement (Davita Inc)

General Limitation on Guaranteed Obligations. If in 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, fraudulent conveyance or transfer law or regulation, reorganization or other law Legal Requirement affecting the rights of creditors generally, if the obligations of any Guarantor under Section 10.1 11.1 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 10.111.1, 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 Personperson, be automatically limited and reduced to the highest amount (after giving effect to the rights of subrogation and contribution established in Sections 11.4 and 11.10, respectively) that is valid and enforceable enforceable, not void or voidable and not subordinated to the claims of other creditorscreditors as determined in such action or proceeding.

Appears in 2 contracts

Samples: Loan and Security Agreement (Five Below, Inc), Loan and Security Agreement (Five Below, Inc)

General Limitation on Guaranteed Obligations. If in 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, fraudulent conveyance or transfer law or regulation, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 10.1 8.01 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 10.18.01, then, notwithstanding any other provision to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any other 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 creditorscreditors as determined in such action or proceeding.

Appears in 1 contract

Samples: Credit Agreement (Axsys Technologies Inc)

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General Limitation on Guaranteed Obligations. If in In any action or proceeding involving any state corporate federal, state, provincial or territorial, corporate, limited partnership or limited liability company law, or any applicable state, federal or foreign bankruptcy, insolvency, reorganization, fraudulent conveyance or transfer law or regulation, reorganization or other law affecting the rights of creditors generally, if the obligations of any Guarantor under Section 10.1 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 Section 10.19.01, then, notwithstanding any other provision to the contrary, the amount of such liability of such Guarantor 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 that is valid and enforceable and not subordinated (after giving effect to the claims right of other creditors.contribution established in

Appears in 1 contract

Samples: Credit and Guarantee Agreement (Alden Global Capital LLC)

General Limitation on Guaranteed Obligations. If in 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, fraudulent conveyance or transfer law or regulation, reorganization or other law Law affecting the rights of creditors generally, if the obligations of any Guarantor under Section 10.1 11.01 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 10.111.01, 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 Personperson, be automatically limited and reduced to the highest amount (after giving effect to the right of contribution established in Section 11.11) that is valid and enforceable and not subordinated to the claims of other creditorscreditors as determined in such action or proceeding.

Appears in 1 contract

Samples: Credit Agreement (Expro Oilfield Services PLC)

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