Common use of Authority of Administrative Agent to Release Collateral and Liens Clause in Contracts

Authority of Administrative Agent to Release Collateral and Liens. (a) Each Lender hereby authorizes the Administrative Agent to release any collateral that is permitted to be sold or released pursuant to the terms of the Loan Documents. Each Lender hereby authorizes the Administrative Agent to execute and deliver to the Borrower, at the Borrower’s sole cost and expense, any and all releases of Liens, termination statements, assignments or other documents reasonably requested by the Borrower in connection with any sale or other disposition of Property to the extent such sale or other disposition is permitted by the terms of Section 9.12 or is otherwise authorized by the terms of the Loan Documents. Upon the request of the Administrative Agent at any time, the Lenders will confirm in writing the Administrative Agent’s authority to release particular types or items of Collateral pursuant to this Section 11.10. (b) Notwithstanding anything contained in any of the Loan Documents to the contrary, the Borrower and its Subsidiaries, the Administrative Agent, and each Lender hereby agree that no Lender shall have any right individually to realize upon any of the Collateral or to enforce the Guaranties, it being understood and agreed that all powers, rights and remedies hereunder and under the Security Instruments may be exercised solely by Administrative Agent on behalf of the Lenders in accordance with the terms hereof and the other Loan Documents. By accepting the benefit of the Liens granted pursuant to the Security Instruments, each Lender not party hereto hereby agrees to the terms of this paragraph (b).

Authority of Administrative Agent to Release Collateral and Liens. (a) Each Lender and each other Secured Party (by their acceptance of the benefits of any Lien encumbering the Mortgaged Property) hereby authorizes the Administrative Agent to release any collateral that is permitted to be sold or released pursuant to the terms of the Loan Documents. Each Lender and each other Secured Party (by their acceptance of the benefits of any Lien encumbering the Mortgaged Property) hereby authorizes the Administrative Agent to execute and deliver to the Borrower, at the Borrower’s sole cost and expense, any and all releases of Liens, termination statements, assignments or other documents reasonably requested by the Borrower in connection with any sale or other disposition of Property to the extent such sale or other disposition is permitted by the terms of Section 9.12 or is otherwise authorized by the terms of the Loan Documents. Upon the request of the Administrative Agent at any time, the Lenders Secured Parties will confirm in writing the Administrative Agent’s authority to release particular types or items of Collateral pursuant to this Section 11.10. (b) Notwithstanding anything contained in any of the Loan Documents to the contrary, the Borrower and its SubsidiariesCredit Parties, the Administrative Agent, and each Lender Secured Party hereby agree that no Lender Secured Party shall have any right individually to realize upon any of the Collateral or to enforce the Guaranties, it being understood and agreed that all powers, rights and remedies hereunder and under the Security Instruments may be exercised solely by Administrative Agent on behalf of the Lenders Secured Parties in accordance with the terms hereof and the other Loan Documents. By accepting the benefit of the Liens granted pursuant to the Security Instruments, each Lender Secured Party not party hereto hereby agrees to the terms of this paragraph (bc).

Authority of Administrative Agent to Release Collateral and Liens. (a) Each Lender Lender, the Issuing Bank and each other Secured Party (by their acceptance of the benefits of any Lien encumbering the Mortgaged Property) hereby authorizes the Administrative Agent to release any collateral that is permitted to be sold or released pursuant to the terms of the Loan Documents. Each Lender Lender, the Issuing Bank and each other Secured Party (by their acceptance of the benefits of any Lien encumbering the Mortgaged Property) hereby authorizes the Administrative Agent to execute and deliver to the Borrower, at the Borrower’s sole cost and expense, any and all releases of Liens, termination statements, assignments or other documents reasonably requested by the Borrower in connection with any sale or other disposition of Property to the extent such sale or other disposition is permitted by the terms of Section 9.12 9.11 or is otherwise authorized by the terms of the Loan Documents. Upon the request of the Administrative Agent at any time, the Lenders Secured Parties will confirm in writing the Administrative Agent’s authority to release particular types or items of Collateral pursuant to this Section 11.10. (b) Notwithstanding anything contained in any of the Loan Documents to the contrary, the Borrower and its SubsidiariesCredit Parties, the Administrative Agent, and each Lender Secured Party hereby agree that no Lender Secured Party shall have any right individually to realize upon any of the Collateral or to enforce the Guaranties, it being understood and agreed that all powers, rights and remedies hereunder and under the Security Instruments may be exercised solely by Administrative Agent on behalf of the Lenders Secured Parties in accordance with the terms hereof and the other Loan Documents. By accepting the benefit of the Liens granted pursuant to the Security Instruments, each Lender Secured Party not party hereto hereby agrees to the terms of this paragraph (bc).

Authority of Administrative Agent to Release Collateral and Liens. (a) Each Lender and the Issuing Bank hereby authorizes the Administrative Agent to take the following actions and the Administrative Agent hereby agrees to take such actions at the request of the Borrower: (i) to release any collateral Lien on any property granted to or held by Administrative Agent under any Loan Document (x) on the “Release Date” (as such term is defined in the Pledge and Security Agreement), (y) that is permitted to be sold Disposed of or released pursuant to the terms of the Loan Documents or (z) if approved, authorized or ratified in writing by the Majority Lenders (or, if approval, authorization or ratification by all Lenders is required under Section 12.02(b), then by all Lenders); (ii) to release any Guarantor from its obligations under the Guaranty Agreement and the Pledge and Security Agreement (or, with respect to the Parent, Article XIII) and the other Loan Documents if such Person ceases to be a Guarantor as a result of a transaction permitted under the Loan Documents. Each Lender hereby authorizes the Administrative Agent ; and (iii) to execute and deliver to the Borrower, at the Borrower’s sole cost and expense, any and all releases of Liens, termination statements, assignments or other documents reasonably requested by necessary or useful to accomplish or evidence the Borrower in connection with any sale or other disposition of Property to the extent such sale or other disposition is permitted by the terms of Section 9.12 or is otherwise authorized by the terms of the Loan Documents. foregoing. (b) Upon the request of the Administrative Agent at any time, the Majority Lenders will confirm in writing the Administrative Agent’s authority to release particular types or items of Collateral pursuant to this Section 11.1011.11. (bc) Notwithstanding anything Except as otherwise provided in Section 12.08 with respect to rights of setoff, and notwithstanding any other provision contained in any of the Loan Documents to the contrary, the Borrower and its Subsidiaries, no Person other than the Administrative Agent, and each Lender hereby agree that no Lender shall have Agent has any right individually to realize upon any of the Collateral individually, to enforce any Liens on Collateral, or to enforce the GuarantiesPledge and Security Agreement or the Guaranty Agreement, it being understood and agreed that all powers, rights and remedies hereunder and under the Security Instruments may be exercised solely by Administrative Agent on behalf of the Lenders in accordance with the terms hereof and the other Loan Documents. Persons secured or otherwise benefitted thereby. (d) By accepting the benefit of the Liens granted pursuant to the Security Instruments, each Lender Person secured by such Liens that is not a party hereto hereby agrees to the terms of this paragraph (b)Section 11.11.