Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The Guarantor, and by its acceptance hereof each Holder, hereby confirm that it is the intention of all such parties that the Guarantee Obligations of the Guarantor pursuant to its Guarantee not constitute fraudulent transfers or conveyances for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law. To effectuate the foregoing intention, the Holders and the Guarantor hereby irrevocably agree that the Guarantee Obligations of the Guarantor under this ARTICLE 15 shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of the Guarantor, result in the Guarantee Obligations of the Guarantor under the Guarantee not constituting fraudulent transfers or conveyances.
Appears in 3 contracts
Samples: Indenture (Nextera Energy Partners, Lp), Indenture (Nextera Energy Partners, Lp), Indenture (NextEra Energy Partners, LP)
Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The GuarantorGuarantors, and by its their acceptance hereof each Holder, hereby confirm that it is the intention of all such parties that the Guarantee Obligations of the Guarantor Guarantors pursuant to its Guarantee their Guarantees not constitute fraudulent transfers or conveyances for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law. To effectuate the foregoing intention, the Holders and the Guarantor Guarantors hereby irrevocably agree that the Guarantee Obligations of the Guarantor Guarantors under this ARTICLE 15 Article 14 shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of the GuarantorGuarantors, result in the Guarantee Obligations of the Guarantor Guarantors under the Guarantee Guarantees not constituting constitute fraudulent transfers or conveyances.
Appears in 2 contracts
Samples: Indenture (NRG Yield, Inc.), Indenture (NRG Yield, Inc.)
Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The Guarantor, and by its acceptance hereof of the Notes, each Holder, hereby confirm confirms that it is the intention of all such parties that the Guarantee Obligations of the Guarantor pursuant to its Guarantee shall not constitute a fraudulent transfers transfer or conveyances conveyance for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal federal, state or state lawother law to the extent applicable to the Guarantee. To effectuate the foregoing intention, the Holders and the Guarantor hereby irrevocably agree that the Guarantee Obligations of the Guarantor under this ARTICLE 15 Article 13 shall be limited to the maximum amount as shall, after giving effect to such maximum amount and all other contingent and fixed liabilities of the GuarantorGuarantor that are relevant under such laws, result in the Guarantee Obligations of the Guarantor under the Guarantee not constituting a fraudulent transfers transfer or conveyancesconveyance under applicable law or being void or voidable under any law relating to insolvency or debt.
Appears in 2 contracts
Samples: Indenture (Wright Medical Group N.V.), Indenture (Wright Medical Group Inc)
Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The Guarantor, and by its acceptance hereof each Holder, hereby confirm that it is the intention of all such parties that the Guarantee Obligations of the Guarantor pursuant to its Guarantee not constitute constituting fraudulent transfers or conveyances for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law. To effectuate the foregoing intention, the Holders and the Guarantor hereby irrevocably agree that the Guarantee Obligations of the Guarantor under this ARTICLE 15 Article XII shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of the Guarantor, result in the Guarantee Obligations of the Guarantor under the Guarantee not constituting fraudulent transfers or conveyances.
Appears in 2 contracts
Samples: Indenture (Redwood Trust Inc), Indenture (Redwood Trust Inc)
Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The Each Guarantor, and by its acceptance hereof each Holder, hereby confirm confirms that it is the intention of all such parties that the Guarantee Obligations of the such Guarantor pursuant to its Guarantee not constitute a fraudulent transfers transfer or conveyances conveyance for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law. To effectuate the foregoing intention, the Holders and the each Guarantor hereby irrevocably agree that the Guarantee Obligations of the each Guarantor under this ARTICLE Article 15 shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of the such Guarantor, result in the Guarantee Obligations of the such Guarantor under the Guarantee not constituting a fraudulent transfers transfer or conveyancesconveyance.
Appears in 1 contract
Samples: Indenture (Lexington Realty Trust)
Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The Guarantor, and by its acceptance hereof each Holder, hereby confirm that it is the intention of all such parties that the Guarantee Obligations of the Guarantor pursuant to its Guarantee not constitute fraudulent transfers or conveyances for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state 000-0000-0000/13/AMERICAS law. To effectuate the foregoing intention, the Holders and the Guarantor hereby irrevocably agree that the Guarantee Obligations of the Guarantor under this ARTICLE 15 shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of the Guarantor, result in the Guarantee Obligations of the Guarantor under the Guarantee not constituting fraudulent transfers or conveyances.
Appears in 1 contract
Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The Each Guarantor, and and, by its acceptance hereof hereof, each Holder, hereby confirm confirms that it is the intention of all such parties that the Guarantee Obligations of the each Guarantor pursuant to its Guarantee not constitute a fraudulent transfers transfer or conveyances conveyance for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law. To effectuate the foregoing intention, the Holders and the each Guarantor hereby irrevocably agree that the Guarantee Obligations of the Guarantor Guarantors under this ARTICLE 15 Article 12 shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of the GuarantorGuarantors, result in the Guarantee Obligations of the Guarantor Guarantors under the Guarantee not constituting a fraudulent transfers transfer or conveyancesconveyance.
Appears in 1 contract
Samples: Senior Convertible Note Purchase Agreement (Coherus BioSciences, Inc.)
Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The Each Guarantor, and by its acceptance hereof each Holder, hereby confirm confirms that it is the intention of all such parties that the Guarantee Obligations Obligation of the such Guarantor pursuant to its Guarantee not constitute a fraudulent transfers transfer or conveyances conveyance for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law. To effectuate the foregoing intention, the Holders and the such Guarantor hereby irrevocably agree that the Guarantee Obligations of the such Guarantor under this ARTICLE 15 Article X shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of such Guarantor and after giving effect to any collections from or payments made by or on behalf of any other Guarantor in respect of the GuarantorGuarantee Obligations of such other Guarantor under this Article X, result in the Guarantee Obligations of the such Guarantor under the Guarantee of such Guarantor not constituting a fraudulent transfers transfer or conveyancesconveyance.
Appears in 1 contract
Samples: Indenture (CSK Auto Corp)
Limitation of Guarantor’s Liability; Certain Bankruptcy Events. (a) The Each Guarantor, and by its acceptance hereof each Holder, hereby confirm confirms that it is the intention of all such parties that the Guarantee Obligations of the Guarantor pursuant to its Guarantee not constitute a fraudulent transfers transfer or conveyances conveyance for purposes of any Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law. To effectuate the foregoing intention, the Holders and the each Guarantor hereby irrevocably agree that the Guarantee Obligations of the Guarantor Guarantors under this ARTICLE 15 Article 12 shall be limited to the maximum amount as shall, after giving effect to all other contingent and fixed liabilities of the GuarantorGuarantors, result in the Guarantee Obligations of the Guarantor Guarantors under the Guarantee not constituting a fraudulent transfers transfer or conveyancesconveyance.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (Raptor Pharmaceutical Corp)