Common use of Automatic Release of Liens; Amendments to First Lien Security Documents Clause in Contracts

Automatic Release of Liens; Amendments to First Lien Security Documents. (a) If, at any time the Applicable Collateral Agent forecloses upon or otherwise exercises remedies against any Shared Collateral in accordance with Section 2.02(a) resulting in a sale or disposition thereof, then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of each Collateral Agent for the benefit of each Series of First Lien Secured Parties upon such Shared Collateral will automatically be released and discharged; provided that any proceeds of any Shared Collateral realized therefrom shall be applied pursuant to Section 2.01 hereof. If in connection with any such foreclosure or other exercise of remedies the Applicable Collateral Agent releases any guarantor from its obligations under a guarantee of First Lien Obligations for which it serves as agent, then such guarantor will also be released from its guarantee of all other First Lien Obligations. Each Collateral Agent will execute and deliver such documents as the Applicable Collateral Agent may reasonably request in connection with the foregoing.

Appears in 2 contracts

Samples: Passu Intercreditor Agreement (Cardtronics PLC), Credit Agreement (ChampionX Corp)

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Automatic Release of Liens; Amendments to First Lien Security Documents. (a) If, at any time time, the Applicable Controlling Collateral Agent forecloses upon or otherwise exercises remedies against any Shared Collateral in accordance with Section 2.02(a) resulting in a sale or disposition thereof, then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of each Collateral Agent for the benefit of each Series of First Lien Secured Parties upon such Shared Collateral will automatically be released and discharged as and when, but only to the extent, such Liens of the Controlling Collateral Agent on such Shared Collateral are released and discharged; provided that any proceeds of any Shared Collateral realized therefrom shall be applied pursuant to Section 2.01 hereof. If in connection with any such foreclosure or other exercise of remedies the Applicable Controlling Collateral Agent releases any guarantor from its obligations under a guarantee of First Lien Obligations for which it serves as agent, then such guarantor will also be released from its guarantee of all other First Lien Obligations. Each Collateral Agent and Authorized Representative will execute and deliver such documents as the Applicable Controlling Collateral Agent may reasonably request in connection with the foregoing.

Appears in 2 contracts

Samples: Credit Agreement (ORBCOMM Inc.), First Lien Intercreditor Agreement (ORBCOMM Inc.)

Automatic Release of Liens; Amendments to First Lien Security Documents. (a) If, at any time the Applicable Controlling Collateral Agent forecloses upon or otherwise exercises remedies against any Shared Collateral in accordance with Section 2.02(a) resulting in a collection, sale or disposition thereof, then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of each the other Collateral Agent for the benefit of each Series of First First-Lien Secured Parties upon such Shared Collateral will automatically be released and discharged as and when, but only to the extent, such Liens of the Controlling Collateral Agent on such Shared Collateral are released and discharged; provided that any proceeds of any Shared Collateral realized therefrom shall be applied pursuant to Section 2.01 hereof2.01. If in connection with any such foreclosure or other exercise of remedies the Applicable Controlling Collateral Agent releases any guarantor from its obligations under a guarantee of the First Lien Obligations for which it serves as agent, then such guarantor will shall also be released from its guarantee of all other First Lien Obligations. Each Collateral Agent will execute and deliver such documents as the Applicable Collateral Agent may reasonably request in connection with the foregoing.

Appears in 2 contracts

Samples: Second Lien Intercreditor Agreement (Laureate Education, Inc.), Collateral Agreement (Laureate Education, Inc.)

Automatic Release of Liens; Amendments to First Lien Security Documents. (a) If, at any time the Applicable Controlling Collateral Agent forecloses upon or otherwise exercises remedies against any Shared Collateral in accordance with Section 2.02(a) resulting in a sale or disposition thereof, then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of each the other Collateral Agent for the benefit of each Series of First First-Lien Secured Parties upon such Shared Collateral will automatically be released and discharged as and when, but only to the extent, such Liens of the Controlling Collateral Agent on such Shared Collateral are released and discharged; provided that any proceeds of any Shared Collateral realized therefrom shall be applied pursuant to Section 2.01 hereof2.01. If in connection with any such foreclosure or other exercise of remedies the Applicable Controlling Collateral Agent releases any guarantor from its obligations under a guarantee of the First Lien Obligations for which it serves as agent, then such guarantor will shall also be released from its guarantee of all other First Lien Obligations. Obligations Each Collateral Agent will and Authorized Representative agrees to execute and deliver (at the sole cost and expense of the Grantors) all such documents authorizations and other instruments as shall reasonably be requested by the Applicable Controlling Collateral Agent may reasonably request to evidence and confirm any release of Shared Collateral provided for in connection with the foregoingthis Section.

Appears in 1 contract

Samples: Security Agreement (Rockwood Holdings, Inc.)

Automatic Release of Liens; Amendments to First Lien Security Documents. (a) If, at any time the Applicable Controlling Collateral Agent forecloses upon or otherwise exercises remedies against any Shared Collateral in accordance with Section 2.02(a) resulting in a collection, sale or disposition thereof, then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of each the other Collateral Agent for the benefit of each Series of First First-Lien Secured Parties upon such Shared Collateral will automatically be released and discharged as and when, but only to the extent, such Liens of the Controlling Collateral Agent on such Shared Collateral are released and discharged; provided that any proceeds of any Shared Collateral realized therefrom shall be applied pursuant to Section 2.01 hereof2.01. If in connection with any such foreclosure or other exercise of remedies the Applicable Controlling Collateral Agent releases any guarantor from its obligations under a guarantee of the First Lien Obligations for which it serves as agent, then such guarantor will shall also be released from its guarantee of all other First Lien Obligations. Each Obligations (b) Without limiting the rights of the Controlling Collateral Agent will under Section 2.02(b), each Collateral Agent and Authorized Representative agrees to execute and deliver (at the sole cost and expense of the Grantors) all such documents authorizations and other instruments as shall reasonably be requested by the Applicable Controlling Collateral Agent may reasonably request to evidence and confirm any release of Shared Collateral provided for in connection with the foregoing.this Section. SECTION 2.05

Appears in 1 contract

Samples: Second Lien Intercreditor Agreement

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Automatic Release of Liens; Amendments to First Lien Security Documents. (a) If, at any time the Applicable Controlling Collateral Agent forecloses upon or otherwise exercises remedies against any Shared Collateral in accordance with Section 2.02(a) resulting in a sale or disposition thereof, then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of each other Collateral Agent for the benefit of each Series of First Lien Secured Parties upon such Shared Collateral will automatically be released and discharged as and when, but only to the extent, such Liens of the Controlling Collateral Agent on such Shared Collateral are released and discharged; provided that any proceeds Proceeds of any Shared Collateral realized therefrom shall be allocated and applied pursuant to Section 2.01 hereof2.01. If in connection with any such foreclosure or other exercise of remedies the Applicable Collateral Agent releases any guarantor from its obligations under a guarantee of First Lien Obligations for which it serves as agent, then such guarantor will also be released from its guarantee of all other First Lien Obligations. (b) Each Collateral Agent will and Authorized Representative agrees to execute and deliver (at the sole cost and expense of the Grantors) all such documents authorizations and other instruments as shall reasonably be requested by the Applicable Controlling Collateral Agent may reasonably request to evidence and confirm any release of Shared Collateral provided for in connection with the foregoing.this Section. SECTION 2.06

Appears in 1 contract

Samples: Intercreditor Agreement (Allegiant Travel CO)

Automatic Release of Liens; Amendments to First Lien Security Documents. (a) If, at any time the Applicable Controlling Collateral Agent forecloses upon or otherwise exercises remedies against any Shared Collateral in accordance with Section 2.02(a) resulting in a sale or disposition thereof, then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of each other Collateral Agent for the benefit of each Series of First Lien Secured Parties upon such Shared Collateral will automatically be released and discharged as and when, but only to the extent, such Liens of the Controlling Collateral Agent on such Shared Collateral are released and discharged; provided that any proceeds of any Shared Collateral realized therefrom shall be allocated and applied pursuant to Section 2.01 hereof2.01. If in connection with any such foreclosure or other exercise of remedies the Applicable Collateral Agent releases any guarantor from its obligations under a guarantee of First Lien Obligations for which it serves as agent, then such guarantor will also be released from its guarantee of all other First Lien Obligations. (b) Each Collateral Agent will and Authorized Representative agrees to execute and deliver (at the sole cost and expense of the Grantors) all such documents authorizations and other instruments as shall reasonably be requested by the Applicable Controlling Collateral Agent may reasonably request to evidence and confirm any release of Shared Collateral provided for in connection with the foregoing.this Section. SECTION 2.05

Appears in 1 contract

Samples: Credit Agreement

Automatic Release of Liens; Amendments to First Lien Security Documents. (a) If, If at any time the Applicable Controlling Collateral Agent forecloses upon or otherwise exercises remedies against any Shared Collateral in accordance with Section 2.02(a) the terms of this Agreement resulting in a sale or disposition thereof, then (whether or not any Insolvency or Liquidation Proceeding is pending at the time) the Liens in favor of each Collateral Agent for the benefit of each Series of First Lien Secured Parties upon such Shared Collateral will automatically be released and discharged as and when, but only to the extent, such Liens of the Controlling Collateral Agent on such Shared Collateral are released and discharged; provided that any proceeds Proceeds of any Shared Collateral realized therefrom shall will be (1) to the extent not applied pursuant as specified in clause (2), subjected to Liens in favor of all First Lien Secured Parties with the same priority among such First Lien Secured Parties as set forth in this Agreement and/or (2) applied in accordance with Section 2.01 hereof2.01. If in connection with any such foreclosure or other exercise of remedies the Applicable Controlling Collateral Agent releases any guarantor from its obligations under a guarantee of the First Lien Obligations for which it serves as agent, then such guarantor will also be released from its guarantee of all other First Lien Obligations. Each Collateral Agent will execute and deliver such documents as the Applicable Collateral Agent may reasonably request in connection with the foregoing.

Appears in 1 contract

Samples: First Lien Intercreditor Agreement (Baldwin Insurance Group, Inc.)

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