Common use of Excluded Swap Obligations Clause in Contracts

Excluded Swap Obligations. The parties agree that, notwithstanding any provision to the contrary contained in the Loan Documents, the Obligations, as defined in the Loan Agreement, the Guaranteed Obligations, as defined in the Subsidiary Guaranty Agreement, and the Secured Obligations, as defined in the Security Agreement and the Pledge Agreement, shall not include Excluded Swap Obligations. Each Qualified ECP Loan Party hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its obligations under the Loan Documents in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 3 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 3 or otherwise under this Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section shall remain in full force and effect until termination of the (a) Obligations pursuant to the terms of the Credit Agreement, (b) the Guaranteed Obligations pursuant to the terms of the Subsidiary Guaranty Agreement and (c) the Secured Obligations pursuant to the terms of the Security Agreement and the Pledge Agreement, respectively. Each Qualified ECP Loan Party intends that this Section 3 constitute, and this Section 3 shall be deemed to constitute, a “keepwell, support or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Excluded Swap Obligations. The parties agree that, notwithstanding any provision to the contrary contained in the Loan Documents, the Obligations, as defined in the Loan Credit Agreement, the Guaranteed Obligations, as defined in the Subsidiary Guaranty Agreement, and the Secured Obligations, as defined in the Security Agreement and the Pledge Agreement, shall not include Excluded Swap Obligations. Each Qualified ECP Loan Party hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its obligations under the Loan Documents in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this Section 3 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 3 or otherwise under this Agreementthe Loan Documents, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party under this Section 3 shall remain in full force and effect until termination of the (a) Obligations pursuant to the terms of the Credit Agreement, (b) the Guaranteed Obligations pursuant to the terms of the Subsidiary Guaranty Agreement and (c) the Secured Obligations pursuant to the terms of the Security Agreement and the Pledge Agreement, respectivelyhave been Paid in Full. Each Qualified ECP Loan Party intends that this Section 3 constitute, and this Section 3 shall be deemed to constitute, a “keepwell, support or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.

Excluded Swap Obligations. The parties agree that, notwithstanding any provision (1) Notwithstanding anything to the contrary contained in the Loan Credit Facility Documents, the Obligations, as defined in the Loan Agreement, the Guaranteed Obligations, as defined in the Subsidiary Guaranty Agreement, and the Secured Obligations, as defined in the Security Agreement and the Pledge Agreement, shall not include any Excluded Swap Obligations. Each Obligations shall be excluded from the Credit Facilities Guarantee and other Security received from any Loan Party which is not a Qualified ECP Loan Party Guarantor. (2) Each Credit Facilities Guarantee shall include (or be deemed to include) the following keepwell undertaking: “Keepwell (a) The Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its obligations under the Loan Documents Credit Agreement and in its Credit Facilities Guarantee in respect of Swap Hedging Obligations (provided, however, that each Qualified ECP Loan Party the Guarantor shall only be liable under this Section 3 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 3 Section, or otherwise under this Agreement, the Credit Agreement or its Credit Facilities Guarantee voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party the Guarantor under this Section shall remain in full force and effect until termination of the (a) guaranteed Obligations pursuant to the terms of the Credit Agreement, (b) the Guaranteed Obligations pursuant to the terms of the Subsidiary Guaranty Agreement and (c) the Secured Obligations pursuant to the terms of the Security Agreement have been paid in full and the Pledge Agreement, respectivelyCommitments have been terminated. Each Qualified ECP Loan Party The Guarantor intends that this Section 3 constitute, and this Section 3 shall be deemed to constitute, a “keepwell, support support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act.” (b) This Section shall only apply to the Guarantor if and so long as, it is a Qualified ECP Guarantor. (c) The obligations of the Guarantor under this Section are joint and several with each other Qualified ECP Guarantor.

Excluded Swap Obligations. The parties agree that, notwithstanding any provision to the contrary contained in the (a) Each Loan Documents, the Obligations, as defined in the Loan Agreement, the Guaranteed Obligations, as defined in the Subsidiary Guaranty Agreement, and the Secured Obligations, as defined in the Security Agreement and the Pledge Agreement, shall not include Excluded Swap Obligations. Each Party that is a Qualified ECP Loan Party when its guaranty of or grant of Lien as security for a Secured Hedge Obligation becomes effective hereby jointly and severally severally, absolutely, unconditionally and irrevocably undertakes to provide such funds or other support to each Specified Loan Party with respect to such Secured Hedge Obligation as may be needed by such Specified Loan Party from time to time by each other Loan Party to honor all of its obligations under the Loan Documents in respect of Swap Obligations such Secured Hedge Obligation (providedbut, howeverin each case, that each Qualified ECP Loan Party shall only be liable under this Section 3 for up to the maximum amount of such liability that can be hereby incurred without rendering its such Qualified ECP’s obligations and undertakings under this Section 3 or otherwise under this Agreement, 10.22(a) voidable under any applicable law relating to fraudulent transfer or conveyance or fraudulent transfer, and not for any greater amountact). The obligations and undertakings of each Qualified ECP Loan Party under this Section shall remain in full force and effect until termination of the (a) Obligations pursuant to the terms of the Credit Agreement, (b) the Guaranteed Obligations pursuant to the terms of the Subsidiary Guaranty Agreement and (c) the all Secured Obligations pursuant to the terms of the Security Agreement and the Pledge Agreement, respectivelyhave been irrevocably paid in full. Each Qualified ECP Loan Party intends that this Section 3 to constitute, and this Section 3 shall be deemed to constitute, a guarantee of the obligations of, and a “keepwell, support or other agreement” for the benefit of of, each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. (b) Each Loan Party hereby agrees that notwithstanding anything contained herein or in any other Loan Document, in no event shall the grant of any Lien under any Loan Document secure, and no guaranty of any Loan Party of the obligations or any other Loan Party shall guaranty, any Excluded Swap Obligation of the granting or guarantying Loan Party.

Excluded Swap Obligations. The parties agree that, notwithstanding (a) Notwithstanding any provision to of this Agreement or any other Loan Document, no Guarantee by any Loan Party under any Loan Document shall include a Guarantee of any Excluded Swap Obligation and no Collateral provided by any Loan Party shall secure any Excluded Swap Obligation. In the contrary contained in the event that any payment is made by, or any collection is realized from, any Loan Documents, the Obligations, as defined in the Loan Agreement, the Guaranteed Obligations, as defined in the Subsidiary Guaranty Agreement, and the Secured Obligations, as defined in the Security Agreement and the Pledge Agreement, shall not include Party for which there are Excluded Swap Obligations. , or from any Collateral provided by such Loan Party, the proceeds thereof shall be applied to pay the Obligations of such Loan Party on a ratable basis determined without giving effect to such Excluded Swap Obligations and each reference in this Agreement or any other Loan Document to the ratable application of such amounts as among the Obligations or any specified portion of the Obligations that would otherwise include such Excluded Swap Obligations shall be deemed so to provide. (b) Each Qualified ECP Loan Party Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan Party to honor all of its obligations under Article 11 and the Loan Documents in respect of Swap Obligations (provided, however, that each Qualified ECP Loan Party shall only be liable under this subject to the limitations provided in Section 3 for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 3 or otherwise under this Agreement, voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount11.09). The obligations of each Qualified ECP Loan Party Guarantor under this Section shall remain in full force and effect until termination of the (a) Obligations pursuant to the terms of the Credit Agreement, (b) the Guaranteed Obligations pursuant to the terms of the Subsidiary its Guaranty Agreement and (c) the Secured Obligations pursuant to the terms of the Security Agreement and the Pledge Agreement, respectivelyunder Section 11 is released. Each Qualified ECP Loan Party Guarantor intends that this Section 3 1.14 constitute, and this Section 3 1.14 shall be deemed to constitute, a “keepwell, support support, or other agreement” for the benefit of each other Loan Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. (c) The following terms shall for purposes of this Section 1.14 have the meanings set forth below:

Excluded Swap Obligations. The parties agree that, notwithstanding any provision (1) Notwithstanding anything to the contrary contained in the Loan Credit Facility Documents, the Obligations, as defined in the Loan Agreement, the Guaranteed Obligations, as defined in the Subsidiary Guaranty Agreement, and the Secured Obligations, as defined in the Security Agreement and the Pledge Agreement, shall not include any Excluded Swap Obligations. Each Obligations shall be excluded from the Guarantee and other Security received from any MDA Party which is not a Qualified ECP Loan Party Guarantor. (2) Each Guarantee shall include (or be deemed to include) the following keepwell undertaking: “Keepwell (a) The Guarantor hereby jointly and severally absolutely, unconditionally and irrevocably undertakes to provide such funds or other support as may be needed from time to time by each other Loan MDA Party to honor all of its obligations under the Loan Documents Credit Agreement and in its Guarantee in respect of Swap Hedging Obligations (provided, however, that each Qualified ECP Loan Party the Guarantor shall only be liable under this Section 3 section for the maximum amount of such liability that can be hereby incurred without rendering its obligations under this Section 3 section, or otherwise under this Agreement, the Credit Agreement or its Guarantee voidable under applicable law relating to fraudulent conveyance or fraudulent transfer, and not for any greater amount). The obligations of each Qualified ECP Loan Party the Guarantor under this Section section shall remain in full force and effect until termination of the (a) Obligations pursuant to the terms of the Credit Agreement, (b) the Guaranteed Obligations pursuant to the terms of the Subsidiary Guaranty Agreement and (c) the Secured Obligations pursuant to the terms of the Security Agreement have been paid in full and the Pledge Agreement, respectivelyCommitments have been terminated. Each Qualified ECP Loan Party The Guarantor intends that this Section 3 section constitute, and this Section 3 section shall be deemed to constitute, a “keepwell, support support, or other agreement” for the benefit of each other Loan MDA Party for all purposes of Section 1a(18)(A)(v)(II) of the Commodity Exchange Act. (b) This section shall only apply to the Guarantor if and so long as, it is a Qualified ECP Guarantor. (c) The obligations of the Guarantor under this section are joint and several with each other Qualified ECP Guarantor.