Common use of Limitation of Guarantees Clause in Contracts

Limitation of Guarantees. The Company and each Holder by its acceptance thereof, hereby confirm that it is the intention of all such parties that any Guarantee of the Securities executed by a Guarantor under this Indenture and the terms of a supplemental indenture or Officers’ Certificate for any series of Securities not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act or any similar federal or state law. To effectuate the foregoing intention, in the event that any such Guarantee would constitute or result in a violation of any applicable fraudulent conveyance or similar law of any relevant jurisdiction, the liability of the Guarantor under such Guarantee shall be reduced to the maximum amount, after giving effect to all other contingent and fixed liabilities of such Guarantor, permissible under the applicable fraudulent conveyance or similar law.

Appears in 9 contracts

Samples: Indenture (Capitalsource Inc), Indenture (Capitalsource Holdings LLC), Indenture (Carramerica Realty Corp)

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Limitation of Guarantees. The Company and each Holder by its acceptance thereof, hereby confirm that it is the intention of all such parties that any Guarantee of the Securities executed by a Guarantor under this Indenture and the terms of a supplemental indenture or Officers' Certificate for any series of Securities not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act or any similar federal or state law. To effectuate the foregoing intention, in the event that any such Guarantee would constitute or result in a violation of any applicable fraudulent conveyance or similar law of any relevant jurisdiction, the liability of the Guarantor under such Guarantee shall be reduced to the maximum amount, after giving effect to all other contingent and fixed liabilities of such Guarantor, permissible under the applicable fraudulent conveyance or similar law.

Appears in 2 contracts

Samples: Indenture (Carramerica Realty Corp), Indenture (Carramerica Realty L P)

Limitation of Guarantees. The Company and each Holder by its his or her acceptance thereof, hereby confirm that it is the intention of all such parties that any Guarantee of the Securities executed by a Guarantor under this Indenture and the terms of a supplemental indenture or Officers’ Certificate for any series of Securities not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act or any similar federal or state law. To effectuate the foregoing intention, in the event that any such Guarantee would constitute or result in a violation of any applicable fraudulent conveyance or similar law of any relevant jurisdiction, the liability of the Guarantor under such Guarantee shall be reduced to the maximum amount, after giving effect to all other contingent and fixed liabilities of such Guarantor, permissible under the applicable fraudulent conveyance or similar law.

Appears in 1 contract

Samples: Indenture (Carramerica Realty L P)

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Limitation of Guarantees. The Company and each Holder by its acceptance thereof, hereby confirm that it is the intention of all such parties that any Guarantee of the Securities executed by a Guarantor under this Indenture and the terms of a Board Resolution, a supplemental indenture or an Officers’ Certificate for any series of Securities not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act or any similar federal or state law. To effectuate the foregoing intention, in the event that any such Guarantee would constitute or result in a violation of any applicable fraudulent conveyance or similar law of any relevant jurisdiction, the liability of the Guarantor under such Guarantee shall be reduced to the maximum amount, after giving effect to all other contingent and fixed liabilities of such Guarantor, permissible under the applicable fraudulent conveyance or similar law.

Appears in 1 contract

Samples: Indenture (Xm Satellite Radio Holdings Inc)

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