Common use of Limitation on Guarantors’ Liability Clause in Contracts

Limitation on Guarantors’ Liability. Each Guarantor, and by its acceptance hereof, each Holder of Securities of a series entitled to the benefits of the Guarantees provided by this Article 14 and the Trustee, hereby confirm that it is the intention of all such parties that the Guarantee of a Guarantor does not constitute a fraudulent transfer or conveyance for purposes of Title 11 of the United States Code, as amended, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar U.S. Federal or state or other applicable law. To effectuate the foregoing intention, each such Holder and each Guarantor hereby irrevocably agree that the obligations of a Guarantor under its Guarantee shall be limited to the maximum amount as will, after giving effect to all other contingent and fixed liabilities of such Guarantor result in the obligations of such Guarantor not constituting such a fraudulent transfer or conveyance. If following the relevant Issue Date in respect of the Securities of such series and notwithstanding anything in Section 9.02 to the contrary:

Appears in 3 contracts

Samples: Indenture (CNH Industrial Capital LLC), New Holland Credit Company, LLC, CNH Industrial Capital LLC

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Limitation on Guarantors’ Liability. Each Guarantor, and by its acceptance hereof, each Holder of Securities of a series entitled to the benefits of the Guarantees provided by this Article 14 and the Trustee, Guarantor hereby confirm confirms that it is the intention of all such parties party that the Guarantee of a Guarantor does this Guaranty not constitute a fraudulent transfer or conveyance for purposes of Title 11 of the United States Code, as amendedBankruptcy Code or another insolvency code, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar U.S. Federal federal or state or other law to the extent applicable lawto this Guaranty. To effectuate the foregoing intention, each such Holder and each Guarantor the Guarantors hereby irrevocably agree that the obligations of a such Guarantor under its Guarantee this Guaranty shall be limited to the maximum amount as will, after giving effect to such maximum amount and all other contingent and fixed liabilities of such Guarantor that are relevant under such laws, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under this Guaranty, result in the obligations of such Guarantor under this Guaranty not constituting such a fraudulent transfer or conveyance. If following the relevant Issue Date in respect of the Securities of such series and notwithstanding anything in Section 9.02 to the contrary:.

Appears in 1 contract

Samples: Senior Subordinated Note Purchase Agreement (Transtechnology Corp)

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Limitation on Guarantors’ Liability. Each GuarantorGuarantor and, and by its acceptance hereofof Notes, each Holder of Securities of a series entitled to the benefits of the Guarantees provided by this Article 14 and the Trustee, hereby confirm confirms that it is the intention of all such parties that the Subsidiary Guarantee of a such Guarantor does not constitute a fraudulent transfer or conveyance for purposes of Title 11 of the United States Code, as amendedany Bankruptcy Law, the Uniform Fraudulent Conveyance Act, the Uniform Fraudulent Transfer Act or any similar U.S. Federal federal or state or other law to the extent applicable lawto any Subsidiary Guarantee. To effectuate the foregoing intention, each such Holder the Trustee, the Holders and each Guarantor the Guarantors hereby irrevocably agree that the obligations of a such Guarantor under its Guarantee shall will be limited to the maximum amount as willso that, after giving effect to such maximum amount and all other contingent and fixed liabilities of such Guarantor that are relevant under such laws, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under this Article 10, will not result in the obligations of such Guarantor not under its Subsidiary Guarantee constituting such a fraudulent transfer or conveyance. If following the relevant Issue Date in respect of the Securities of such series and notwithstanding anything in Section 9.02 to the contrary:.

Appears in 1 contract

Samples: Molina Healthcare Inc

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