Limitation on Obligations of Guarantor Sample Clauses

Limitation on Obligations of Guarantor. The obligations of each Guarantor under its Secured Guarantee shall be limited to an aggregate amount equal to the largest amount that would not render such Secured Guarantee subject to avoidance under Section 548 of the United States Bankruptcy Code or any comparable provisions of applicable law.

Limitation on Obligations of Guarantor. The obligations of each Subsidiary that is a Guarantor under this Article 10 shall be limited to an aggregate amount equal to the largest amount that would not render such Guarantor’s obligation subject to avoidance under (i) Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code or (ii) any comparable provisions of applicable law.

Limitation on Obligations of Guarantor. Notwithstanding anything to the contrary herein, it is the intention of the parties hereto that the Guarantee of each Guarantor not constitute a fraudulent conveyance under applicable fraudulent conveyance provisions of the United States Bankruptcy Code or any comparable provision of applicable state law. To effectuate that intention, the parties hereto hereby agree that the obligations of each Guarantor under its Guarantee are limited to the maximum amount that would not render such Guarantor’s obligations subject to avoidance under applicable fraudulent conveyance provisions of the United States Bankruptcy Code or any comparable provision of applicable state law.

Limitation on Obligations of Guarantor. The Guarantors and by their acceptance hereof each Holder confirms that it is the intention of all such parties that the Guarantees do not constitute a fraudulent transfer or conveyance for purposes of the Federal Bankruptcy Code, 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 fraudulent transfer or conveyance (including, with respect to Irish law, Sections 443, 604 and 608 of the Companies Act 2014 of Ireland). The obligations of the Guarantors under this Article XVII shall be limited to an aggregate amount equal to the largest amount that would not render the Guarantors’ obligation a fraudulent conveyance or subject to avoidance under (i) Section 548 of the United States Bankruptcy Code, (ii) Section 82 of the Companies Act 2014 of Ireland, or (iii) any comparable provisions of applicable law. Notwithstanding the foregoing and any other provision of this Indenture to the contrary, the payment undertaking of any Guarantor which is incorporated under the laws of the Grand Duchy of Luxembourg for the obligations of any person which is not a Subsidiary of that Guarantor shall be limited at any time, for the avoidance of doubt counting any other payment undertaking for the obligations of any person which is not a subsidiary of such Guarantor with respect to any other financing arrangements, to an aggregate amount not exceeding eighty-five per cent. (85%) of the greater of: (a) the Guarantor’s own funds (“capitaux propres”), as determined by Article 34 of the Luxembourg law of 19 December 2002 on the register of commerce and companies, accounting and companies annual accounts, as amended, and the debt owed by such Guarantor incorporated under the laws of the Grand Duchy of Luxembourg, to any of its direct or indirect shareholders as at the date of this Indenture; and (b) the Guarantor’s own funds (“capitaux propres”), as determined by Article 34 of the Luxembourg law of 19 December 2002 on the register of commerce and companies, accounting and companies annual accounts, as amended, and the debt owed by such Guarantor incorporated under the laws of the Grand Duchy of Luxembourg, to any of its direct or indirect shareholders as at the date the guarantee is called. For the avoidance of doubt, the above limitation shall not apply to any amounts made available, in any form whatsoever, to such Guarantor incorporated under the laws of the Grand Duchy of Luxe...

Limitation on Obligations of Guarantor. The Guarantors and by their acceptance hereof each Holder confirms that it is the intention of all such parties that the Guarantees do not constitute a fraudulent transfer or conveyance for purposes of the Federal Bankruptcy Code. 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 fraudulent transfer or conveyance (including, with respect to Irish law, Section 286 of the Companies Act 1963 (as amended) of Ireland and Section 139 of the Companies Act 1990 of Ireland). The obligations of the Guarantors under this Article Fourteen shall be limited to an aggregate amount equal to the largest amount that would not render the Guarantors’ obligation a fraudulent conveyance or subject to avoidance under (i) Section 548 of the United States Bankruptcy Code, (ii) Section 60 of the Companies Act 1963 (as amended) of Ireland, or (iii) any comparable provisions of applicable law.

Limitation on Obligations of Guarantor. The obligations of each Guarantor under this Article 9 shall be limited to an aggregate amount equal to the largest amount that would not render such Guarantor’s obligation subject to avoidance under (i) Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code, (ii) Section 2:207c of the Dutch Civil Code, or (iii) any comparable provisions of applicable law.

Limitation on Obligations of Guarantor a. Notwithstanding anything to the contrary herein, the total obligations of Guarantor hereunder, whether for the payment of any Rent and/or the performance of any of the obligations of Tenant under the Lease, shall be limited to an amount which is equal to the lesser of (i) $10,000,000 or (ii) the Maximum Formula Amount. The term "Maximum Formula Amount" shall mean a sum equal to thirty-six (36) months of Base Rent and Additional Charges determined from time to time (x) as of the date of any given written demand made on Guarantor while the Lease is still in effect and/or (y) as of the day before the Lease terminated, if and when the Lease terminates. Any payments by Guarantor hereunder shall be credited against such maximum liability amount provided, however, that in the event Guarantor makes a payment to Landlord under this Guaranty and subsequently recovers all or a portion of such payment from Tenant, the amount recovered shall be restored to the amounts available to be paid by Guarantor to Landlord pursuant to this Guaranty. Notwithstanding anything to the contrary herein, including but not limited to the provisions of Paragraph 24 below, no payment made by Guarantor to Landlord or in respect of any obligation of Tenant under the Lease shall reduce the amount of Guarantor's maximum obligations hereunder unless Landlord shall have made a written demand upon Guarantor specifically requiring Guarantor to make payment and specifying that such payment will apply to the maximum of Guarantor's obligations pursuant to this Paragraph 22(a).

Limitation on Obligations of Guarantor. (a) Notwithstanding anything to the contrary contained in this Guaranty, no Loans which have been prepaid or repaid and then re-borrowed shall be covered by the Guarantor's guaranty and other obligations under section 2 of this Guaranty unless such re-borrowing is consented to in writing by the Guarantor, PROVIDED that this clause shall not apply to the prepayment or repayment, and contemporaneous re-borrowing, of any Loans effected solely to accommodate the joinder in the Credit Agreement of the additional Lender providing the Incremental Commitment, as contemplated by section 2.1(f) of the Credit Agreement, and no (i) increase in the maximum aggregate principal amount of the Loans above $75,000,000; (ii) increases in the interest rate or rates applicable to the Loan, other than fluctuations in the Prime Rate or Applicable LIBOR Rate or a change to the Default Rate pursuant to the terms of the Notes or Credit Agreement; or (iii) changes in the maturity dates of the Loans, unless extended pursuant to Section 2.7 of the Credit Agreement or unless accelerated by the Administrative Agent pursuant to the terms of the Credit Agreement, shall be binding upon the Guarantor for purposes of this Guaranty unless such increases or changes are consented to in writing by the Guarantor. (b) Notwithstanding anything to the contrary contained in this Guaranty, the Guarantor's guaranty and other obligations under section 2 of this Guaranty shall be limited to the sum of: (i) 100% of the Credit Document Obligations; and (ii) such portion, not in excess of 100%, of the Designated Hedge Document Obligations, as the Administrative Agent determines will not result in the Guarantor's guaranty and other obligations under section 2 of this Guaranty in respect of all of the Guaranteed Obligations, exclusive of interest on the Notes issued by the Borrower under the Credit Agreement, exceeding 85% of the result obtained by subtracting from the Total Project Costs the sum of (x) the then outstanding principal balance of all loans made by the Guarantor to the Borrower the proceeds of which are actually applied to the Total Project Costs, plus (y) all capital contributions made by the Guarantor to the Borrower pursuant to the terms of the Company Equity Documents and Company Capitalization Documents. In no event shall the provisions of this section 5 limit, impair or otherwise affect the ability of the Administrative Agent to apply monies or other proceeds of enforcement in accordance w...

Limitation on Obligations of Guarantor. The obligations of each Canadian Grantor under the Secured Canadian Guarantee shall be limited to an aggregate amount equal to the largest amount that would not render such Guarantee invalid or unenforceable under any laws applicable to such Canadian Grantor.

Limitation on Obligations of Guarantor. Notwithstanding any other provision hereof, (i) the obligations of each Guarantor under its Guarantee shall be limited to an aggregate amount equal to the largest amount that would not render such Guarantee invalid or unenforceable under Applicable Laws and (ii) the amount of the liability of each Guarantor for the Canadian CA Secured Obligations (A) pursuant to Section 2.14(a) of the Credit Agreement or Section 2.14(b) of the Credit Agreement, to the extent Section 2.14(b) relates to Loans or Letters of Credit, shall be limited to amounts so owing with respect to the increased costs or reduced rates of return arising from Loans to, or Letters of Credit issued for the account of, the Canadian Borrower and (B) except as set out in (A) above, pursuant to Section 2.14(b), shall be limited, at any particular time, to the amount which is proportionate to the ratio of the aggregate outstanding principal amount of Loans to, and the aggregate of the LC Exposure and LC Reimbursement Obligations with respect to Letters of Credit issued for the account of, the Canadian Borrower to the aggregate outstanding principal amount of Loans to, and the aggregate of the LC Exposure and LC Reimbursement Obligations with respect to Letters of Credit issued for the account of, all Borrowers at such time.