Limitation on Guarantee Obligations. Create, incur, assume or suffer to exist any Guarantee Obligation except:
(a) Guarantee Obligations in existence on the Closing Date and listed in Schedule 8.4(a), and any refinancings, refundings, extensions or renewals thereof, provided that the amount of such Guarantee Obligation shall not be increased at the time of such refinancing, refunding, extension or renewal except to the extent that the amount of Indebtedness in respect of such Guarantee Obligations is permitted to be increased by subsection 8.2(o);
(b) Guarantee Obligations for performance, bid, appeal, judgment, replevin and similar bonds and suretyship arrangements, all in the ordinary course of business;
(c) Guarantee Obligations in respect of indemnification and contribution agreements expressly permitted by subsection 8.10(iv) or similar agreements by the Parent Borrower;
(d) Reimbursement Obligations in respect of the Letters of Credit or reimbursement obligations in respect of any other letters of credit permitted under subsection 8.2;
(e) Guarantee Obligations in respect of third-party loans and advances to officers or employees of Holdings or any of its Subsidiaries (i) for travel and entertainment expenses incurred in the ordinary course of business, (ii) for relocation expenses incurred in the ordinary course of business, or (iii) for other purposes in an aggregate amount so long as all Guarantee Obligations incurred under this paragraph (e), together with the aggregate amount of all Investments permitted under subsection 8.8(e) (other than clause (iv) thereof), does not exceed $5,000,000 outstanding at any time;
(f) obligations to insurers required in connection with worker’s compensation and other insurance coverage incurred in the ordinary course of business;
(g) obligations of the Parent Borrower and its Subsidiaries under any Interest Rate Protection Agreements (other than those entered into for speculative purposes) or under Permitted Hedging Arrangements;
(h) Guarantee Obligations incurred in connection with acquisitions permitted under subsection 8.9, provided that if any such Guarantee Obligation inures to the benefit of any Person other than the Person from whom such acquisition is made or any Affiliate thereof, such Guarantee Obligation shall not exceed, with respect to any such acquisition, 70% of the purchase price of such acquisition (including any Indebtedness assumed in connection with any such acquisition) (or such greater percentage as shall be reasonably satisfact...
Limitation on Guarantee Obligations. Create, incur, assume or suffer to exist any material Guarantee Obligation of the Borrower or any of its Subsidiaries, except as may occur in the ordinary course of the Borrower’s or such Subsidiary’s business and which is not otherwise prohibited by any Requirements of Law.
Limitation on Guarantee Obligations. Become or remain liable, directly or contingently, in connection with any Indebtedness or other liability of any other Person, whether by guarantee, endorsement (other than endorsements of negotiable instruments for deposit or collection in the ordinary course of business), agreement to purchase or repurchase, agreement to supply or advance funds or otherwise other than under or as contemplated by any Transaction Documents.
Limitation on Guarantee Obligations. Create, incur, assume or suffer to exist any Guarantee Obligation ex- cept (subject to subsection 6.1(f) and (g)):
(a) Guarantee Obligations of the Borrower in exi- xxxxxx on the date of this Agreement and listed on Schedule V;
(b) Guarantee Obligations incurred in the ordinary course of its business by the Borrower and its Restricted Subsidiaries (other than the Special Purpose Subsidiaries) in respect of Indebtedness and other obligations and liabilities of the Borrower and its Restricted Subsidiaries (other than any Special Purpose Subsidiary) not prohibited by this Agreement;
(c) Guarantee Obligations in respect of the undrawn portion of the face amount of letters of credit issued for the account of the Borrower or any Restricted Subsidiary (other than the Special Purpose Subsidiaries) in the ordinary course of business in respect of obligations that do not constitute Indebtedness;
(d) the Guarantees; and
(e) additional Guarantee Obligations of the Borrower and its Restricted Subsidiaries (other than the Special Purpose Subsidiaries) not exceeding $50,000,000 in the aggregate at any time outstanding; provided that neither the Borrower nor any Restricted Subsidiary shall be permitted to create, incur or assume any of the Guarantee Obligations referred to in paragraphs (c) and (e) of this subsection unless, after giving effect thereto, the Borrower would be in Pro Forma Compliance.
Limitation on Guarantee Obligations. Create, incur, assume or suffer to exist any material Guarantee Obligation of such Borrower, except as may occur in the ordinary course of such Borrower’s business and which is not otherwise prohibited by any Requirement of Law. In no event may a Mauritius Parent Borrower or Cayman Parent Borrower create, incur, assume or suffer to exist any material Guarantee Obligation in respect of the Indebtedness of any of their respective Subsidiaries.
Limitation on Guarantee Obligations. Create, incur, assume or suffer to exist any Guarantee Obligation except (i) reimbursement obligations under Section 3.5 of this Agreement, (ii) Guarantee Obligations incurred in the ordinary course of business with respect to surety, performance bonds and other substantially similar obligations, and (iii) Guarantee Obligations that are in existence on the date hereof and listed on Schedule 8.4 attached hereto.
Limitation on Guarantee Obligations. In any action or proceeding involving any state corporate or partnership law, or any state or Federal bankruptcy, insolvency, reorganization or other law affecting the rights of creditors generally, if the obligations of any Subsidiary Guarantor under Section 6.1 hereof would otherwise, taking into account the provisions of Section 6.7 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 said Section 6.1, then, notwithstanding any other provision hereof to the contrary, the amount of such liability shall, without any further action by such Subsidiary Guarantor, any Lender, any 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.
Limitation on Guarantee Obligations. Borrower shall not create, incur, assume or suffer to exist any Guarantee Obligations except (a) in the ordinary course or for (i) product warranties; or (ii) return or replacement guaranties and similar assurances made by Borrower with respect to products sold to customers in the ordinary course of business and in accordance with its past practices; or (b) as do not exceed $25,000 in aggregate.
Limitation on Guarantee Obligations. 48 7.4 Limitation on Fundamental Changes....................................49 7.5 Limitation on Sale of Assets.........................................49 7.6
Limitation on Guarantee Obligations. Create, incur, assume or suffer to exist any Guarantee Obligation except (a) Guarantee Obligations in existence on the date hereof and listed on Schedule 8.4, (b) Guarantee Obligations arising under the Loan Documents, (c) Guarantee Obligations with respect to Indebtedness permitted by subsection 8.2 (other than subsections (g) and (h) thereof), (d) Guarantee Obligations incurred by any Borrower or any Subsidiary thereof with respect to any obligations or liabilities of a Borrower or any Subsidiary thereof, so long as the incurring of such obligations or liabilities is not prohibited by Section 8.2 hereof, and (e) Guarantee Obligations issued by the Borrower or by any of its Subsidiaries in the ordinary course of business of obligations of other Persons (other than in respect of Indebtedness) in connection with current oil and gas drilling, oil and gas production, oil and gas transportation, crude oil purchasing, oil and gas exploration or other similar programs or operations. Notwithstanding any provision in this Section 8.4, the Borrower and one or more of its Subsidiaries shall be permitted to incur Guarantee Obligations (i) in connection with the Drilling Rig Transaction as described in the First Amendment to Credit Agreement dated February 21, 2008 in an amount not to exceed $10,300,000.00, and (ii) with respect to Indebtedness permitted by subsection 8.2(h) not to exceed $2,500,000 in the aggregate.”
2.5 Section 10.11 (Others). Section 10.11 is amended to read as follows:
