UK Guarantee Limitations. (A) Without limiting any specific exemptions set out in this Agreement, no UK Guarantor’s obligations and liabilities under this Agreement and under any other guarantee or indemnity provision in a Credit Document (the “UK Guarantee Obligations”) will extend to include any obligation or liability and no Collateral granted by a UK Guarantor will secure any UK Guarantee Obligation, if to the extent doing so would be unlawful financial assistance (notwithstanding any applicable exemptions and/or undertaking of any applicable prescribed whitewash or similar financial assistance procedures) in respect of the acquisition of shares in (a) itself (b) any other entity, company or corporation in respect of which it is a Subsidiary or (c) a member of the Group under the laws of its jurisdiction of incorporation.
UK Guarantee Limitations. Notwithstanding any other provision of this Agreement or any other Loan Document, any guarantee, indemnity or other obligation (including any joint and several liability for the Obligations) of the UK Borrower and any other Guarantor that is a Foreign Subsidiary contained in this Agreement or in any other Loan Document shall not apply to the extent (and solely to the extent) that it would result in such guarantee, indemnity or other obligation constituting unlawful financial assistance within the meaning of sections 678 or 679 of the UK Companies Xxx 0000 or any equivalent and applicable provisions under the laws of the jurisdiction in which such Guarantor is incorporated or established. 128
UK Guarantee Limitations. In relation to a U.K. Subsidiary Guarantor, this Guarantee does not apply to any liability to the extent that it would result in this Guarantee constituting unlawful financial assistance within the meaning of Section 151 of the Companies Axx 0000.
UK Guarantee Limitations. Notwithstanding anything herein contained, the liabilities and obligations of each Guarantor incorporated in England and Wales shall not include any liability or obligation which would, if incurred, constitute the provision of unlawful financial assistance within the meaning of sections 677 to 683 of the Companies Xxx 0000 of England and Wales. [Signature Page Follows]
UK Guarantee Limitations. Notwithstanding any other provision of this Agreement or any other Loan Document, any guarantee, indemnity or other obligation (including any joint and several liability for the Obligations) of the Tranche B Borrower and any otherany Guarantor that is a Foreign Subsidiary contained in this Agreement or in any other Loan Document shall not apply to the extent (and solelythat it, and such Person shall not be liable thereunder to the extent) that it would result in such guarantee, indemnity, if it were so liable its entry into such arrangement, would violate:
UK Guarantee Limitations. Notwithstanding any other provision of this Agreement or any other Loan Document, any guarantee, indemnity or other obligation (including any joint and several liability for the Obligations) of the UK Borrower and any otherany Guarantor that is a Foreign Subsidiary contained in this Agreement or in any other Loan Document shall not apply to the extent (and solelythat it, and such Person shall not be liable thereunder to the extent) that it would result in such guarantee, indemnity, if it were so liable its entry into such arrangement, would violate:
UK Guarantee Limitations. 94 ANNEXES Annex I Commitments SCHEDULES
UK Guarantee Limitations. 88 14.02 US Guarantee Limitations.................................................................... 89 14.03
UK Guarantee Limitations. Each Credit Party represents, warrants and covenants that the guarantees, obligations, liabilities and undertakings by any Credit Party or any of its Subsidiaries, or deemed guarantor under the law, incorporated in England and Wales (an "English Company") under this Agreement or the other Credit Documents are not and shall not be undertaken or incurred to the extent that the same would constitute unlawful financial assistance for the purchase of its shares within the meaning of Section 151 of the UK Companies Xxx 0000.
UK Guarantee Limitations. This guarantee does not apply to any liability to the extent that it would result in this guarantee constituting unlawful financial assistance within the meaning of sections 678 or 679 of the Companies Xxx 0000 and, with respect to any Additional Guarantor, is subject to any limitations set out in the Accession Deed applicable to such Additional Guarantor.
