Maximum Aggregate Liability; Termination Clause Samples

Maximum Aggregate Liability; Termination. The maximum aggregate liability of Guarantors under this Guaranty is $48,800,000. In addition to such maximum aggregate liability, Guarantors shall be liable under this Guaranty for interest accruing on the Guaranteed Obligations and fees, charges, and costs of collecting the Guaranteed Obligations, including reasonable attorneys’ fees. Notwithstanding anything to the contrary in Section 2.6 but subject to Section 2.2, this Guaranty shall terminate on July 31, 2013 (the “Termination Date”); provided, however, that if this Guaranty terminates at a time as of when the Guaranteed Obligations have not been paid in full, such termination shall not affect any Guarantor’s liability with respect to: (a) Guaranteed Obligations created or incurred prior to the Termination Date, or (b) extensions or renewals of, interest accruing on, or fees, costs or expenses incurred with respect to, such Guaranteed Obligations on or after the Termination Date. For purposes of this provision, the outstanding balance of the Notes as of the Termination Date shall be deemed to be the amount of each Note which is used to calculate the aggregate amount of Guaranteed Obligations on the Termination Date and at all times thereafter. This Section 6.19 is included in this Guaranty as a precaution in the event that, notwithstanding the intentions of the parties as expressed in Section 6.8, this Guaranty is determined to be governed by the laws of the Commonwealth of Kentucky. If, in accordance with Section 6.8, this Guaranty is governed by the laws of the State of Ohio, this Section 6.19 shall be disregarded and of no force or effect.