Agreement to Release Liens. Notwithstanding anything to the contrary contained in any agreement between the Lenders, the Preferred B Holder, and the Borrower, until the Preferred A Debt has been paid in full, only the Preferred A Holder shall have the right to restrict or permit, or approve or disapprove, the sale, transfer, release or other disposition of the Collateral or take any action with respect to the Collateral without any consultation with or the consent of the Lenders and the Preferred B Holder. In the event that the Preferred A Holder agrees to release any of its liens or security interests in any portion of the Collateral in connection with the sale or other disposition thereof, or any of the Collateral is sold or retained pursuant to a foreclosure or similar action, the Lenders and the Preferred B Holder, shall promptly consent to such sale or other disposition and promptly execute and deliver to the Preferred A Holder such consent to such sale other disposition, termination statements and releases as the Lenders or the Preferred B Holder shall reasonably request to effect the release of the liens and security interests of the Lenders or the Preferred B Holder in such Collateral. In the event of any sale, transfer, or other disposition (including a casualty loss or taking through eminent domain) of the Collateral, the proceeds resulting therefrom (including insurance proceeds) shall be applied in accordance with the terms of the Senior A Debt until such time as the Senior A Debt has been paid in full. 11.
Agreement to Release Liens. If requested to do so by Senior Creditor after and during the continuance of a Default under the Senior Creditor Documents and for so long as any Priority Senior Debt is outstanding, Subordinate Creditor agrees that it will release its Liens upon any Collateral simultaneously with and in order to facilitate an Enforcement Action by Senior Creditor, an orderly liquidation or going concern sale or other disposition of such Collateral by an Obligor (whether prior to or during the pendency of any Insolvency Proceeding), or a sale or other disposition by a bankruptcy trustee or receiver for an Obligor or its assets; and promptly upon the request of Senior Creditor, Subordinate Creditor will execute and deliver such documents, instruments and agreements as are necessary to effectuate such release and to evidence such release in the appropriate public records. Notwithstanding the foregoing, any Lien of Subordinate Creditor shall, subject to all of the provisions of this Agreement, continue in the Proceeds of any such Collateral until applied to the Senior Debt.
Agreement to Release Liens. Junior Creditor agrees that it will (if requested to do so by Agent after and during the continuance of an Event of Default under the Senior Creditor Documents) release its Liens, if any, in any Collateral in connection with and in order to facilitate any orderly liquidation sale of such Collateral by Eltrax or any other Borrower or any bankruptcy trustee or receiver for any Borrower, and promptly upon the request of Agent, it will execute and deliver such documents, instruments and agreements as are necessary to effectuate such release and to evidence such release in the appropriate public records. Notwithstanding the foregoing, the Lien, if any, granted to Junior Creditor shall, subject to all of the provisions of this Agreement, continue in the proceeds of any such Collateral if such proceeds are not applied to the Senior Creditor Obligations in accordance with the terms of the Senior Creditor Documents.
Agreement to Release Liens. Trade Creditor agrees that it will (if requested to do so by Agent after and during the continuance of an Event of Default under the Senior Creditor Documents) release its Liens in any Collateral in connection with and in order to facilitate any orderly liquidation sale of such Collateral by any Borrower or any bankruptcy trustee or receiver for such Borrower, and promptly upon the request of Agent, it will execute and deliver such documents, instruments and agreements as are necessary to effectuate such release and to evidence such release in the appropriate public records, provided that the net proceeds from any such sale or other disposition are to be applied in reduction of the Senior Obligations (with any excess after the Senior Obligations have been paid in full to be turned over to Trade Creditor, to the extent not otherwise prohibited by applicable law).
Agreement to Release Liens. In the event that a Company desires to sell any of the Collateral (including the equity interests of a Company) and Agent (acting at the written direction of the Required Senior Lenders (or such other group or percentage of Senior Lenders as provided under the Senior Debt Documents)) consents to such sale in accordance with the terms of the Senior Debt Documents, and, in connection with such sale, the Agent, for itself and/or on behalf of the Senior Lenders, releases its Liens or security interests on such Collateral, Subordinated Agent shall be deemed to have consented to such sale and such sale shall be free and clear of any and all Liens and security interests of Subordinated Agent in such Collateral (and if such sale involves the disposition of the equity of a Company or any subsidiary thereof, Subordinated Agent shall release such Company and/or such subsidiary from any guaranty or other obligation owing to or held by Subordinated Agent or any other Subordinated Secured Party and from all related Liens and security interests) and any purchaser of any Collateral may rely on this Agreement as evidence of Subordinated Agent’s and Subordinated Lenders’consent to such sale and that such sale is free and clear of any Liens and security interests of Subordinated Agent in such Collateral (and if such sale involves the disposition of the equity of a Company or any subsidiary thereof,that such Company and/or such subsidiary is released from any guaranty or other obligation owing to or held by Subordinated Agent or any other Subordinated Secured Party); provided, that (x) the net cash proceeds of the sale or other disposition of the Collateral shall be applied pursuant to Section 2.11, (y) to the extent any net cash proceeds are received by the Agent in connection with the taking of any Enforcement Action by the Agent, such net cash proceeds shall permanently repay the Senior Debt, and (z) other than in connection with the taking of any Enforcement Action by the Agent, such disposition and release shall have been permitted by and in accordance to the terms of, the Subordinated Debt Documents (regardless of the existence of an Event of Default(as defined in the Senior Credit Agreement)). Any release or deemed release of Liens and security interests by the Subordinated Agent or any Subordinated Lender under this paragraph shall not extend to its rights (if any) otherwise existing under applicable law and/or the Subordinated Debt Documents as to the proceeds of suc...
Agreement to Release Liens. The Trade Creditor agrees that it will (if requested to do so by the Agent after and during the continuance of an Event of Default under the Senior Creditor Documents) release, discharge, and terminate its Liens on any Collateral in connection with and in order to facilitate any orderly liquidation sale of such Collateral by any Loan Party or any bankruptcy trustee, receiver, interim receiver, monitor, or other similar custodian for such Loan Party, and promptly upon the request of the Agent, it will execute and deliver such documents, instruments and agreements as are necessary to effectuate such release, discharge, and termination and to evidence such release, discharge, and termination in the appropriate public records, provided that the net proceeds from any such sale or other disposition are to be applied in reduction of the Senior Obligations (with any excess after the Senior Obligations have been paid in full to be turned over to the Trade Creditor, to the extent not otherwise prohibited by applicable law).
Agreement to Release Liens. Notwithstanding anything to the contrary contained in any agreement between any Second Lien Creditor and the Borrower, until the First Lien Obligations have been Paid in Full, only the First Lien Agent shall have the right to restrict or permit, or approve or disapprove, the sale, transfer, release, or other disposition of the Collateral or take any action with respect to the Collateral without any consultation with or the consent of the Second Lien Agent or any Second Lien Creditor. In the event that the First Lien Agent releases or agrees to release any of its Liens or security interests in any portion of the Collateral in connection with the sale or other disposition thereof, or any of the Collateral is sold or retained pursuant to a foreclosure or similar action, the Second Lien Agent shall promptly consent to such sale or other disposition and promptly execute and deliver to the First Lien Agent such consent to such sale or other disposition, termination statements, and releases as the First Lien Agent shall reasonably request to effect the release of the Liens and security interests of the Second Lien Agent in such Collateral. In the event of any sale, transfer, or other disposition (including a casualty loss or taking through eminent domain) of the Collateral, the proceeds resulting therefrom (including insurance proceeds) shall be applied in accordance with the terms of the First Lien Loan Documents until such time as the First Lien Obligations have been Paid in Full.
Agreement to Release Liens. In the event that Prestige releases or agrees to release any of its Liens in any Parent Collateral in connection with the sale or other disposition thereof or any such Parent Collateral is sold or retained pursuant to a foreclosure or similar action, Agent and each New Lender shall promptly execute and deliver such termination statements and releases as Prestige shall reasonably request to effect the release of the Liens of New Lenders and Agent in such Parent Collateral.
Agreement to Release Liens. In the event the Company has a Xxxxx'x Rating of at least Baa3 or a S&P Rating of at least BBB-, at the request and expense of the Company (a) the Banks agree that the lien of the Agent in the Collateral shall be released and (b) the Agent shall execute such termination statements and other lien releases as the Company may reasonably request. Thereafter, in the event the Company neither has a Xxxxx'x Rating of at least Baa3 nor a S&P Rating of at least BBB-, then all obligations of the Company hereunder and under the other Loan Documents shall at all such times be, and the Company shall at all such times cause such obligations to be, secured by all of the Collateral described in, and subject to the terms and conditions of, Section 5.1.
Agreement to Release Liens. Noteholders Agent agrees that it will, if requested to do so by the Revolver Agent, release its Liens in any Fixed Asset Collateral in connection with and in order to facilitate any authorized disposition of such Fixed Asset Collateral pursuant to the terms of the Revolver Loan Documents, if (i) the net proceeds of such sale or other disposition, together with a net proceeds of all other dispositions of Fixed Asset Collateral (excluding dispositions in connection with a replacement of Fixed Asset Collateral) occurring after the date of this Agreement, do not exceed $4,000,000, (ii) the disposition price of each item of Fixed Asset Collateral with a net book value in excess of $250,000 is not less than 90% of the appraised value of such item of Fixed Asset Collateral, (iii) Revolver Agent has agreed to release or terminate its Liens with respect to such Fixed Asset Collateral (but not the proceeds thereof), (iv) no Event of Default then exists (to the actual knowledge of Revolver Agent) under the Revolver Loan Documents, and (v) the net cash proceeds from any such disposition of Fixed Asset Collateral are turned over to Revolver Agent for application to the Revolver Lender Debt (with such application to be made first to the Revolver Lender Term Debt and then to the Revolver Lender Working Capital Debt, and with a corresponding permanent reduction in the Revolver Commitments in the case of any application to the Revolver Lender Working Capital Debt). Upon the request of Revolver Agent, Noteholders Agent will, at the Noteholders Agent's expense, promptly execute and deliver such documents, instruments, and agreements, which shall be without recourse, representation or warranty, as are necessary to effectuate such release and to evidence such release in the appropriate public records.
