Limited Guarantee. Concurrently with the execution of the Agreement, the Guarantors have delivered to the Company a duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and is a valid and binding obligation of each Guarantor, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principles, and no event has occurred, which with or without notice, lapse of time or both, would constitute a default on the part of the Guarantor under the Limited Guarantee.
Appears in 3 contracts
Samples: Merger Agreement (Full Alliance International LTD), Merger Agreement (Yongye International, Inc.), Merger Agreement (Morgan Stanley)
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have delivered to Sellers the Company a duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and is a constitutes the legal, valid and binding obligation of each Guarantorthe Guarantors, subject to bankruptcyenforceable against them in accordance with its terms, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principles, and no except insofar as such enforceability may be limited by the Enforceability Exceptions. No event has occurred, which and there is no condition or circumstance existing, which, with or without notice, lapse of time or both, would could constitute or could reasonably be expected to constitute a breach or default on the part of the Guarantor Guarantors under the Limited Guarantee.
Appears in 3 contracts
Samples: Purchase Agreement (Kelso GP VIII, LLC), Purchase Agreement (Tallgrass Holdings, LLC), Purchase Agreement (Tallgrass KC, LLC)
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have Guarantor has delivered to the Company a duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and is a the legal, valid and binding obligation of each Guarantor, subject the Guarantor (except to the extent that enforceability may be limited by the applicable bankruptcy, insolvency, fraudulent transfermoratorium, reorganization, moratorium and reorganization or similar Laws affecting the enforcement of general applicability relating to or affecting creditors’ rights, and to rights generally or by general equity principlesprinciples of equity), and no event has occurredoccurred which, which with or without notice, lapse notice or lack of time or both, would constitute a default on the part of the Guarantor under the such Limited Guarantee.
Appears in 2 contracts
Samples: Merger Agreement (AutoWeb, Inc.), Employment Agreement (AutoWeb, Inc.)
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have delivered to the Company a the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and is a valid the valid, binding and binding enforceable obligation of each Guarantorthe Guarantors, subject to bankruptcythe Bankruptcy and Equity Exception. As of the date hereof, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principles, and no event has occurredoccurred which, which with or without notice, lapse of time or both, would constitute a default on the part of the Guarantor Guarantors under the Limited Guarantee.
Appears in 2 contracts
Samples: Merger Agreement (Providence Equity Partners VI L P), Merger Agreement (Sra International Inc)
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have duly executed and delivered the Limited Guarantee to the Company a duly executed Limited GuaranteeCompany. The As of the date hereof, the Limited Guarantee is in full force and effect and is a the legal, valid and binding obligation of each Guarantor, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium the Bankruptcy and similar Laws of general applicability relating to or affecting creditors’ rightsEquity Exception, and to general equity principleshas not been amended, and no withdrawn or rescinded in any respect. No event has occurredoccurred which, which with or without notice, lapse of time or both, would constitute a default or breach on the part of the any Guarantor under the Limited Guarantee.
Appears in 2 contracts
Samples: Merger Agreement (Triton International LTD), Merger Agreement (Verifone Systems, Inc.)
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have delivered to the Company a duly executed Limited GuaranteeGuarantee with respect to certain matters on the terms specified therein. The Limited Guarantee is in full force and effect and is constitutes a valid valid, binding and binding enforceable obligation of each Guarantorthe Guarantors, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium the Bankruptcy and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principlesEquity Exception, and no event has occurred, which which, with or without notice, lapse of time or both, would constitute a default on the part of the any Guarantor under the Limited Guarantee.
Appears in 1 contract
Samples: Merger Agreement (China Customer Relations Centers, Inc.)
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have Guarantor has delivered to the Company a duly executed Limited GuaranteeGuarantee with respect to certain matters on the terms specified therein. The Assuming the due authorization, execution and delivery by the Company, the Limited Guarantee is in full force and effect and is constitutes a valid valid, binding and binding enforceable obligation of each the Guarantor, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium the Bankruptcy and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principlesEquity Exception, and no event has occurred, which which, with or without notice, lapse of time or both, would constitute a default on the part of the Guarantor under the Limited Guarantee.
Appears in 1 contract
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have Guarantor has delivered to the Company a the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and is a valid valid, binding and binding enforceable obligation of each the Guarantor, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principles, and no . No event has occurred, which which, with or without notice, lapse of time or both, would constitute a default on the part of the Guarantor under the Limited Guarantee.
Appears in 1 contract
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have Guarantor has delivered to the Company a the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and is constitutes a legal, valid and binding obligation of each the Guarantor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principles, and no the Enforceability Limitations. No event has occurredoccurred that, which with notice or without notice, lapse of time or both, would, or would reasonably be expected to, constitute a default on the part of the Guarantor under pursuant to the Limited Guarantee.
Appears in 1 contract
Limited Guarantee. Concurrently with the execution of the this Agreement, the Guarantors have Guarantor has delivered to the Company a the duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and is a valid the valid, binding and binding enforceable obligation of each Guarantor, the Guarantor (subject to bankruptcythe Bankruptcy and Equity Exception), insolvency, fraudulent transfer, reorganization, moratorium and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principles, and no event has occurredoccurred which, which with or without notice, lapse of time or both, would constitute a default on the part of the Guarantor under the Limited Guarantee and there exist no facts or circumstances that are reasonably expected to result in a default on the part of the Guarantor under the Limited Guarantee.
Appears in 1 contract
Samples: Merger Agreement (Nts, Inc.)
Limited Guarantee. Concurrently with the execution of the Agreement, the Guarantors have Guarantor has delivered to the Company a duly executed Limited Guarantee. The Limited Guarantee is in full force and effect and is a legal, valid and binding obligation of each the Guarantor, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium the Bankruptcy and similar Laws of general applicability relating to or affecting creditors’ rights, and to general equity principlesEquity Exception, and no event has occurred, which with or without notice, lapse of time or both, would constitute a default on the part of the Guarantor under the Limited Guarantee.
Appears in 1 contract
Samples: Merger Agreement (China Nuokang Bio-Pharmaceutical Inc.)