Common use of Limitation of Guarantor's Liability Clause in Contracts

Limitation of Guarantor's Liability. Each Guarantor, and by its acceptance of Notes, each Holder, hereby confirms that it is the intention of all such parties that the Note Guarantee of each Guarantor not constitute a fraudulent transfer or conveyance for purposes of Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law to the extent applicable to the Note Guarantee. To effectuate the foregoing intention, the Trustee, the Holders and each Guarantor hereby irrevocably agree that the obligations of each Guarantor will be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such Guarantor that are relevant under such laws, result in the obligations of such Guarantor under its Note Guarantee constituting a fraudulent transfer or conveyance.

Appears in 23 contracts

Samples: Supplemental Indenture (Phillips Edison & Company, Inc.), Supplemental Indenture (Invitation Homes Inc.), Supplemental Indenture (Invitation Homes Inc.)

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Limitation of Guarantor's Liability. Each The Guarantor, and by its acceptance of Notes, each Holder, hereby confirms that it is the intention of all such parties that the Note Guarantee of each the Guarantor not constitute a fraudulent transfer or conveyance for purposes of Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law to the extent applicable to the Note Guarantee. To effectuate the foregoing intention, the Trustee, the Holders and each the Guarantor hereby irrevocably agree that the obligations of each the Guarantor will be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such the Guarantor that are relevant under such laws, result in the obligations of such the Guarantor under its Note Guarantee constituting a fraudulent transfer or conveyance.

Appears in 16 contracts

Samples: Indenture (Safehold Inc.), Safehold Operating (Istar Inc.), Indenture (Istar Inc.)

Limitation of Guarantor's Liability. Each Guarantor, Guarantor and by its acceptance of Notes, hereof each Holder, hereby Holder confirms that it is the intention of all such parties that the Note guarantee by the Guarantor pursuant to its Guarantee of each Guarantor not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law or the provisions of its local law relating to the extent applicable to the Note Guaranteefraudulent transfer or conveyance. To effectuate the foregoing intention, the Trustee, the Holders and each Guarantor the Guarantors hereby irrevocably agree that the obligations of each such Guarantor will under its Guarantee shall be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such Guarantor that are relevant under such laws, result in the obligations of such Guarantor under its Note Guarantee constituting a such fraudulent transfer or conveyance.

Appears in 8 contracts

Samples: Indenture (CBRL Group Inc), Indenture (CBRL Group Inc), Mesa Air Group Inc

Limitation of Guarantor's Liability. Each Guarantor, The Guarantor and by its acceptance of Notes, hereof each Holder, hereby Holder confirms that it is the intention of all such parties that the Note Guarantee of each Guarantor does not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law or the provisions of its local law relating to the extent applicable to the Note Guaranteefraudulent transfer or conveyance. To effectuate the foregoing intention, the Trustee, the Holders and each the Guarantor hereby irrevocably agree that the obligations of each the Guarantor will under the Guarantee shall be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such the Guarantor that are relevant under such laws, result in the obligations of such the Guarantor under its Note the Guarantee constituting a such fraudulent transfer or conveyance.

Appears in 5 contracts

Samples: Indenture (American Axle & Manufacturing Holdings Inc), Indenture (American Axle & Manufacturing Holdings Inc), Albemarle Holdings II Corp

Limitation of Guarantor's Liability. Each Guarantor, Guarantor and by its acceptance of Notes, hereof each Holder, hereby Holder confirms that it is the intention of all such parties that the Note this Guarantee of each Guarantor does not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law or the provisions of its local law relating to the extent applicable to the Note Guaranteefraudulent transfer or conveyance. To effectuate the foregoing intention, the Trustee, the Holders and each Guarantor hereby irrevocably agree that the obligations of each such Guarantor will under this Guarantee shall be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of each such Guarantor that are relevant under such lawsGuarantor, result in the obligations of such Guarantor under its Note this Guarantee constituting a such fraudulent transfer or conveyance.

Appears in 4 contracts

Samples: Supplemental Indenture (Albemarle Corp), Fourth Supplemental Indenture (Rockwood Holdings, Inc.), Third Supplemental Indenture (Albemarle Corp)

Limitation of Guarantor's Liability. Each Guarantor, Guarantor and by its acceptance of Notes, hereof each Holder, hereby Holder confirms that it is the intention of all such parties that the Note this Guarantee of each Guarantor does not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state or foreign law or the provisions of its local law relating to the extent applicable to the Note Guaranteefraudulent transfer or conveyance. To effectuate the foregoing intention, the Trustee, the Holders and each Guarantor hereby irrevocably agree that the obligations of each such Guarantor will under this Guarantee shall be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of each such Guarantor that are relevant under such lawsGuarantor, result in the obligations of such Guarantor under its Note this Guarantee constituting a such fraudulent transfer or conveyance.

Appears in 2 contracts

Samples: Supplemental Indenture (Boston Scientific Corp), Supplemental Indenture (American Medical Systems Europe B.V.)

Limitation of Guarantor's Liability. Each The Guarantor, and by its acceptance of Notes, each Holder, hereby confirms that it is the intention of all such parties that the Note Guarantee of each the Guarantor not constitute a fraudulent transfer or conveyance for purposes of Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law to the extent applicable to the Note Guarantee. To effectuate the foregoing intention, the Trustee, the Holders and each the Guarantor hereby irrevocably agree that the obligations of each the Guarantor will be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such the Guarantor that are relevant under such laws, result in the obligations of such the Guarantor under its Note Guarantee constituting a fraudulent transfer or conveyance.. Section 5.4

Appears in 1 contract

Samples: Spirit Realty Capital, Inc.

Limitation of Guarantor's Liability. Each Guarantor, the Trustee and by its acceptance of Notes, each Holder, Holder hereby confirms confirm that it is the intention of all such parties that the Note Guarantee of each such Guarantor not constitute a fraudulent transfer or conveyance for purposes of Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law Insolvency Law to the extent applicable to the Note Guaranteesuch Guarantor. To effectuate the foregoing intention, the Trustee, the Holders and each Guarantor hereby irrevocably agree that the obligations of each such Guarantor will under this Indenture and the Guarantee shall be limited to the maximum aggregate amount that will notwhich, after giving effect to all other contingent and fixed liabilities of such Guarantor that are relevant under such lawsGuarantor, will result in the obligations of such each Guarantor under its Note the Guarantee not constituting a such fraudulent transfer or conveyance.

Appears in 1 contract

Samples: Indenture (Sutherland Asset Management Corp)

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Limitation of Guarantor's Liability. Each Guarantor, The Guarantor and by its acceptance of Notes, hereof each Holder, hereby Holder confirms that it is the intention of all such parties that the Note guarantee by the Guarantor pursuant to its Guarantee of each Guarantor not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law or the provisions of its local law relating to the extent applicable to the Note Guaranteefraudulent transfer or conveyance. To effectuate the foregoing intention, the Trustee, the Holders and each the Guarantor hereby irrevocably agree that the obligations of each such Guarantor will under its Guarantee shall be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such Guarantor that are relevant under such laws, result in the obligations of such Guarantor under its Note Guarantee constituting a such fraudulent transfer or conveyance.

Appears in 1 contract

Samples: Applied Extrusion Technologies Inc /De

Limitation of Guarantor's Liability. Each Guarantor, The Guarantor and by its acceptance of Notes, hereof each Holder, hereby Holder confirms that it is the intention of all such parties that the Note guarantee by the Guarantor pursuant to its Guarantee of each Guarantor not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law or the provisions of its local law relating to the extent applicable to the Note Guaranteefraudulent transfer or conveyance. To effectuate the foregoing intention, the Trustee, the Holders and each the Guarantor hereby irrevocably agree that the obligations of each the Guarantor will under its Guarantee shall be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such Guarantor that are relevant under such lawsthe Guarantor, result in the obligations of such the Guarantor under its Note Guarantee constituting a such fraudulent transfer or conveyance.

Appears in 1 contract

Samples: Expressjet Holdings Inc

Limitation of Guarantor's Liability. Each Guarantor, The Guarantors and by its their acceptance of Notes, hereof each Holder, hereby Holder confirms that it is the intention of all such parties that the Note Guarantee of each Guarantor guarantee by the Guarantors pursuant to their Guarantees not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal or state law or the provisions of its local law relating to the extent applicable to the Note Guaranteefraudulent transfer or conveyance. To effectuate the foregoing intention, the Trustee, the Holders and each Guarantor the Guarantors hereby irrevocably agree that the obligations of each Guarantor will under its Guarantee shall be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such Guarantor that are relevant under such laws, result in the obligations of such Guarantor under its Note Guarantee constituting a such fraudulent transfer or conveyance.

Appears in 1 contract

Samples: Applied Extrusion Technologies Inc /De

Limitation of Guarantor's Liability. Each Guarantor, Guarantor and by its acceptance of Notesan applicable Security, each Holder, hereby Holder confirms that it is the intention of all such parties that the Note this Guarantee of each Guarantor does not constitute a fraudulent transfer or conveyance for purposes of the Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal federal, state or state other applicable law or the provisions of its local law relating to the extent applicable to the Note Guaranteefraudulent transfer or conveyance. To effectuate the foregoing intention, the Trustee, the Holders and each Guarantor hereby irrevocably agree that the obligations of each the Guarantor will under this Guarantee shall be limited to the maximum amount that will not, after giving effect to all other contingent and fixed liabilities of such Guarantor that are relevant under such lawsthe Guarantor, result in the obligations of such the Guarantor under its Note this Guarantee constituting a such fraudulent transfer or conveyance.

Appears in 1 contract

Samples: Indenture (Coca-Cola European Partners Us, LLC)

Limitation of Guarantor's Liability. Each Guarantor, and by its acceptance of Notes, hereof each Holder, hereby confirms that it is the intention of all such parties that the Note Guarantee of each by such Guarantor pursuant to its Guarantee does not constitute a fraudulent transfer or conveyance for purposes of Bankruptcy Lawtitle 11 of the United States Code, as amended, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar federal Federal or state law to the extent applicable to the Note Guaranteelaw. To effectuate the foregoing intention, the Trustee, the Holders and each such Guarantor hereby irrevocably agree that the obligations of each the Guarantor will under this Guarantee shall be limited to the maximum amount that will notwhich, after giving effect to all other contingent and fixed liabilities of such Guarantor that are relevant under such lawsthe Guarantor, will result in the obligations of such the Guarantor under its Note Guarantee not constituting a such fraudulent transfer or conveyance.

Appears in 1 contract

Samples: Indenture (American Freightways Inc)

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