Limits of Guarantees. Notwithstanding anything to the contrary in this Article 13, each Subsidiary Guarantor, and by its acceptance of Notes, each Holder, hereby confirms that it is the intention of all such parties that the Subsidiary Guarantee of such Guarantor not constitute a fraudulent conveyance under applicable fraudulent conveyance provisions of the United States Bankruptcy Code or any comparable provision of state law. To effectuate the foregoing intention, the Trustee, the Holders and the Subsidiary Guarantors hereby irrevocably agree that the obligations of such Subsidiary Guarantor under its Subsidiary Guarantee and this Article 13 shall be limited to the maximum amount that would not render such Subsidiary Guarantor's obligations subject to avoidance under applicable fraudulent conveyance provisions of the United States Bankruptcy Code or any comparable provision of state law.
Limits of Guarantees. 103 Section 13.08. Execution and Delivery of Subsidiary Guarantee..............103 Section 13.09. Release of Guarantee........................................103 Section 13.10. Consolidation, Merger or Sale of Assets by a Subsidiary Guarantor................................................104 EXHIBIT A - Form of Note EXHIBIT B - Form of Supplemental Indenture EXHIBIT C - Form of Certificate of Beneficial Ownership EXHIBIT D - Form of Regulation S Certificate EXHIBIT E - Form of Institutional Accredited Investor Certificate INDENTURE, dated as of April 22, 2003 (as amended, supplemented or otherwise modified from time to time, the "Indenture"), among EQUISTAR CHEMICALS, LP, a Delaware limited partnership (as further defined below, the "Company"), EQUISTAR FUNDING CORPORATION, a Delaware corporation (as further defined below, "Equistar Funding") and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the "Trustee"). RECITALS OF THE COMPANY The Company and Equistar Funding (collectively, the "Issuers") have duly authorized the execution and delivery of this Indenture to provide for the issuance of (i) initially, $450,000,000 aggregate principal amount of 10 % - Senior Notes due 2011 of the Company (together with any Additional Dividend Notes (as defined herein) issued in respect thereof and as further defined below, the "Initial Notes" and, together with any Exchange Notes (as defined herein) issued in respect thereof (and any Additional Dividend Notes issued in respect thereof), the "Original Notes"), (ii) if and when issued, additional 10 % Senior Notes due 2011 of the Company (together with any Additional Dividend - Notes issued in respect thereof and as further defined below, the "Initial Additional Notes" and, together with any Exchange Notes issued in respect thereof (and any Additional Dividend Notes issued in respect thereof), the "Additional Notes") issuable as provided in this Indenture. All things necessary to make the Original Notes, when duly issued, executed and delivered by each Issuer and authenticated and delivered by the Trustee hereunder, the valid obligation of each Issuer, and to make this Indenture a valid agreement of each Issuer as of the date hereof, in accordance with the terms of the Original Notes and this Indenture, have been done.
Limits of Guarantees. Notwithstanding anything to the contrary in this Article 11, each Guarantor, and by its acceptance of Notes, each Holder, hereby confirms that it is the intention of all such parties that the Note Guaranty of such Guarantor not constitute a fraudulent conveyance under applicable fraudulent conveyance provisions of the United States Bankruptcy Code or any comparable provision of state law. To effectuate the foregoing intention, the Trustee, the Holders and the Guarantors hereby irrevocably agree that the obligations of each Guarantor under its Note Guaranty are limited to the maximum amount that would not render the Guarantor’s obligations subject to avoidance under applicable fraudulent conveyance provisions of the United States Bankruptcy Code or any comparable provision of state law. In addition, each Guarantor and, by its acceptance of the Notes, each Holder hereby acknowledges that the rights and remedies of such Guarantor and Holders are subject to the terms of the Intercreditor Agreement.
Limits of Guarantees. SECTION 13.09. Execution and Delivery of Note Guarantee..................
Limits of Guarantees. Notwithstanding anything to the contrary in this Article 8, each Guarantor, and by its acceptance of Securities, each Holder, hereby confirms that it is the intention of all such parties that the Note Guaranty of such Guarantor not constitute a fraudulent conveyance under applicable fraudulent conveyance provisions of the United States Bankruptcy Code or any comparable provision of state law. To effectuate the foregoing intention, the Trustee, the Holders and the Guarantors hereby irrevocably agree that the obligations of each Guarantor under its Note Guaranty are limited to the maximum amount that would not render the Guarantor’s obligations subject to avoidance under applicable fraudulent conveyance provisions of the United States Bankruptcy Code or any comparable provision of state law.
