Collateral and Guaranty Release Sample Clauses
The Collateral and Guaranty Release clause defines the conditions under which collateral securing a loan or obligations of a guarantor are released by the lender. Typically, this clause specifies that once the borrower has fully repaid the debt or met certain performance milestones, the lender will relinquish its claim on the collateral and discharge any guarantees. For example, if a company pays off its loan in full, the bank would release its security interest in the company's assets and release any third-party guarantors from their obligations. The core function of this clause is to provide a clear mechanism for ending security interests and guarantees, ensuring that parties are no longer bound once obligations are satisfied.
Collateral and Guaranty Release. Upon the request of the Borrower, the Administrative Agent agrees to execute and deliver to the applicable Loan Party such documents as the Borrower may reasonably request, in each case in accordance with the terms of the Loan Documents and this Section 11.20:
(a) to release any Lien on any property granted to or held by the Administrative Agent under any Loan Document (i) upon termination of all unused Commitments and payment in full of all Obligations (other than contingent indemnification obligations for which no claim has been asserted) under the Loan Documents, (ii) that is sold or otherwise disposed of or to be sold or otherwise disposed of as part of or in connection with any sale or other Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, or (iii) as approved in accordance with Section 11.01;
(b) to release or subordinate any Lien on any property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such property that is permitted by Section 8.01(i); and
(c) to release any Guarantor from its obligations under the Guaranty (i) if such Person ceases to be a Subsidiary as a result of a transaction permitted under the Loan Documents or (ii) upon termination of all unused Commitments and payment in full of all Obligations (other than contingent indemnification obligations for which no claim has been asserted) under the Loan Documents. The Administrative Agent will promptly, in connection with the foregoing, at the Borrower’s expense, and the Lenders hereby authorize the Administrative Agent to, deliver to the applicable Loan Party any Collateral in the Administrative Agent’s possession following the release of such Collateral pursuant to the terms hereof.
Collateral and Guaranty Release. (a) On the Amendment No. 14 Effective Date, without further action by the Administrative Agent or any of the other Secured Parties, the Administrative Agent hereby automatically and irrevocably (i) terminates, discharges, relinquishes and releases any and all Liens, Mortgages and/or security interests (if any) with respect to (1) Equity Interests in the Company’s Unrestricted Subsidiaries, (2) any fee-owned real property or leasehold interests of the Company or any of its Subsidiaries (including the Mortgaged Property and Trust Property (as defined in the Existing Credit Agreement)), (3) any other Excluded Assets (as defined in the Credit Agreement) and (4) any and all assets or property of the Released Guarantors (clauses (1), (2), (3) and (4) together, the “Released Collateral”), (ii) restores all right, title and interest of the Loan Parties in and to the Released Collateral and (iii) discharges and releases the following Guarantors from all obligations under the Existing Credit Agreement from their obligations under the Guaranty and all of the other Loan Documents: AECOM C&E, Inc., AECOM Great Lakes, Inc., AECOM International Projects, Inc., AECOM International, Inc., AECOM Services, Inc., AECOM USA, Inc., Aman Environmental Construction, Inc., B.▇. ▇▇▇▇▇▇ & Associates, Inc., Cleveland Wrecking Company, E.C. Driver & Associates, Inc., EDAW, Inc., Forerunner Corporation, H▇▇▇ Construction Group, Inc., The H▇▇▇ Corporation, URS Alaska, LLC, URS Construction Services, Inc., URS Corporation, URS Corporation – New York, URS Corporation – North Carolina, URS Corporation – Ohio, URS Corporation Southern, URS Group, Inc., URS Operating Services, Inc. and URS Resources, LLC (clauses (i), (ii) and (iii) together, the “Release” and the Guarantors described in clause (iii), the “Released Guarantors”); provided that that it is understood and agreed that nothing contained herein shall extinguish or impair the Obligations under the Credit Agreement owed by the Company or any other Loan Party nor extinguish or impair the Guaranty, the Liens on or other security interests in the Collateral (other than with respect to the Released Collateral and Released Guarantors).
(b) The Administrative Agent further agrees, at the Company’s expense, to promptly (i) deliver to the Company (or its designee, including Wachtell, Lipton, R▇▇▇▇ & K▇▇▇) any Released Collateral in its possession previously delivered to it by the Loan Parties and (ii) execute, deliver, record or file any oth...
Collateral and Guaranty Release. The Lenders irrevocably agree that any Lien granted to the Administrative Agent under any Loan Document shall be automatically released upon termination of the Commitments and payment in full in cash of all Obligations (other than contingent indemnification obligations not yet accrued and payable) and the expiration or termination of all Letters of Credit. The Lenders further agree that to the extent that 100% of the capital stock of any Subsidiary Loan Party is sold or transferred in a transaction permitted under Section 6.09, such Subsidiary Loan Party shall be automatically released from its Subsidiary Guaranty Agreement. The Administrative Agent will (and each Lender irrevocably authorizes the Administrative Agent to), at the Borrower’s expense, execute and deliver to the applicable Loan Party such documents as such Loan Party may reasonably request to evidence the release of Collateral from any Lien granted under any Loan Document, or to evidence the release of such Guarantor from its obligations under the applicable Subsidiary Guaranty Agreement.