Common use of General Limitation on Guaranteed Obligations Clause in Contracts

General Limitation on Guaranteed 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 Obligor under Section 2(a) would otherwise, taking into account the provisions of Section 2(c), 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 Section 2(a), then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Obligor, 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 (Geo Group Inc), Credit Agreement (Geo Group Inc)

AutoNDA by SimpleDocs

General Limitation on Guaranteed 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 Obligor under Section 2(athe Affiliate Guarantors hereunder, after giving effect to the contribution rights provided in subsection (i) above, would otherwise, taking into account the provisions of Section 2(c), otherwise 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 Section 2(a)hereunder, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Obligorany Affiliate Guarantor, Agent, any Secured Party Lender 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: Security Agreement (HLM Design Inc)

General Limitation on Guaranteed 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 Obligor Subsidiary Guarantor under Section 2(a) 3.01 would otherwise, taking into account the provisions of Section 2(c)3.06, 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 Section 2(a)3.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such ObligorSubsidiary Guarantor, any Secured 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 (Herbst Gaming, LLC)

General Limitation on Guaranteed 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 Obligor under a Guarantor hereunder, after giving effect to the contribution rights provided in Section 2(a) would otherwise, taking into account the provisions of Section 2(c2.10(j), would otherwise 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 Section 2(a)hereunder, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Obligorany Guarantor, any Secured Party Lender 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: Term Loan and Security Agreement (Gymboree Corp)

General Limitation on Guaranteed Obligations. In any action or proceeding involving any 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 Obligor Subsidiary Guarantor under Section 2(a) 9.01 would otherwise, taking into account the provisions of Section 2(c)9.05, 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 Section 2(a)9.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such ObligorSubsidiary Guarantor, any Secured Party Lender, the 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 (Energy Ventures Inc /De/)

General Limitation on Guaranteed 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 Obligor Ortec under Section 2(a5.14(a) would otherwise, taking into account the provisions of Section 2(c), 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 2(a5.14(a), then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such ObligorOrtec, any Secured Party Assignee 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: Revenue Interests Assignment Agreement (Ortec International Inc)

General Limitation on Guaranteed 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 Obligor under Section 2(a) Guarantor hereunder would otherwise, taking into account the provisions of Section 2(c)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 Section 2(a)hereunder, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Obligorthe Guarantor, any Secured Party the Bank, 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 (Landmark Systems Corp)

General Limitation on Guaranteed Obligations. In any action or proceeding involving any state foreign or domestic corporate limited partnership or limited liability company law or similar law, or any state applicable state, federal or Federal foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Obligor Guarantor under Section 2(a) 1.1 would otherwise, taking into account the provisions of Section 2(c), 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 2(a)1.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Obligor, any Secured Party Guarantor 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: Guaranty Agreement (Marathon Patent Group, Inc.)

General Limitation on Guaranteed Obligations. (a) 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 affecting the rights of creditors generally, if the obligations of any Obligor Guarantor under Section 2(a) 7.01 would otherwise, taking into account the provisions of Section 2(c), 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 2(a)7.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such ObligorGuarantor, any Secured Credit 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 7.10) 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: Second Lien Credit Agreement (Solera Corp.)

AutoNDA by SimpleDocs

General Limitation on Guaranteed Obligations. In any action or proceeding involving any state foreign or domestic corporate limited partnership or limited liability company law or similar law, or any state applicable state, federal or Federal foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Obligor Guarantor under Section 2(a) 1.1 would otherwise, taking into account the provisions of Section 2(c), 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 2(a)1.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Obligor, any Secured Party Guarantor 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.. ARTICLE II

Appears in 1 contract

Samples: Version Guaranty Agreement

General Limitation on Guaranteed Obligations. In any action or proceeding involving any 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 Obligor Guarantor under Section 2(a) 8.1 would otherwise, taking into account the provisions of Section 2(c)8.5, 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 Section 2(a)8.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such ObligorGuarantor, any Secured Party Lender, the Administrative 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.. 1.4

Appears in 1 contract

Samples: Credit Agreement (Midcoast Energy Resources Inc)

General Limitation on Guaranteed Obligations. (a) 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 affecting the rights of creditors generally, if the obligations of any Obligor Guarantor under Section 2(a) ‎Section 7.01 would otherwise, taking into account the provisions of Section 2(c), 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 2(a)‎Section 7.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such ObligorGuarantor, any Secured Credit 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 7.10) 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 (Ping Identity Holding Corp.)

General Limitation on Guaranteed 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, insolvency or reorganization law or other law Legal Requirement affecting the rights of creditors generally, if the obligations of any Obligor Guarantor under Section 2(a) 8.1 would otherwise, taking into account the provisions of Section 2(c), 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 2(a)8.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such ObligorGuarantor, any Secured Loan Party or any other Person, be automatically limited and reduced to the highest amount (after giving effect to the rights of subrogation and contribution established in Section 8.4 and Section 8.10, respectively) 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: Term Loan Agreement (Stanadyne Holdings, Inc.)

General Limitation on Guaranteed Obligations. In any action or proceeding involving any state corporate limited partnership or limited liability company law, or any state applicable state, federal or Federal foreign bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Obligor Guarantor under Section 2(a) 4.01 would otherwise, taking into account the provisions of Section 2(c), 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 2(a)4.01, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such ObligorGuarantor, any Secured 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 4.11) 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 (Advanced Medical Optics Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.