Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each Grantor under this Security Agreement shall have been satisfied by payment in full, the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized), notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement the Credit Parties may be free from any Obligations. (b) A Subsidiary Grantor shall automatically be released from its obligations hereunder if it ceases to be a Guarantor in accordance with Section 13.1 of the Credit Agreement. (c) The Security Interest granted hereby in any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of the Credit Agreement and (ii) upon the effectiveness of any written consent to the release of the security interest granted hereby in such Collateral pursuant to Section 13.1 of the Credit Agreement. Any such release in connection with any sale, transfer or other disposition of such Collateral shall result in such Collateral being sold, transferred or disposed of, as applicable, free and clear of the Lien and Security Interest created hereby. (d) In connection with any termination or release pursuant to paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any Grantor, at such Grantor’s expense, all documents that such Grantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 shall be without recourse to or warranty by the Collateral Agent.
Appears in 2 contracts
Samples: Security Agreement (Dollar General Corp), Security Agreement (Dollar General Corp)
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each Grantor under this Security Agreement shall have been satisfied by payment in full, the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized), notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Agreements and Secured Hedge Agreement the Credit Parties may be free from any Obligations.
(b) A Subsidiary Grantor Borrower shall automatically be released from its obligations hereunder if it ceases to be a Guarantor Subsidiary Borrower in accordance with Section 13.1 14.1 of the Credit Agreement.
(c) The Security Interest granted hereby in any the Collateral shall also automatically be released (i) to the extent in whole or in part as provided in Section 13.1 of the Credit Agreement and (ii) upon the effectiveness of any written consent to the release of the security interest granted hereby in such Collateral pursuant to Section 13.1 14.1 of the Credit Agreement. Any such release in connection with any sale, transfer or other disposition of such Collateral shall result in such Collateral being sold, transferred or disposed of, as applicable, free and clear of the Lien and Security Interest created hereby.
(d) In connection with any termination or release pursuant to paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any Grantor, at such Grantor’s expense, all documents that such Grantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 shall be without recourse to or warranty by the Collateral Agent.
Appears in 2 contracts
Samples: Security Agreement (HCA Holdings, Inc.), Security Agreement (Hca Inc/Tn)
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each Grantor under this Security Agreement shall have been satisfied by payment in full, full and the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized)terminated, notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement the Credit Parties may be free from any Obligations.
(b) A Subsidiary Grantor shall automatically be released from its obligations hereunder if it ceases to be a Guarantor in accordance with Section 13.1 of the Credit Agreement.
(c) The Security Interest granted hereby in any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of the Credit Agreement and (ii) upon the effectiveness of any written consent to the release of the security interest granted hereby in such Collateral pursuant to Section 13.1 of the Credit Agreement. Any such release in connection with any sale, transfer or other disposition of such Collateral shall result in such Collateral being sold, transferred or disposed of, as applicable, free and clear of the Lien and Security Interest created hereby.
(d) In connection with any termination or release pursuant to paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any Grantor, at such Grantor’s expense, all documents that such Grantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 shall be without recourse to or warranty by the Collateral Agent.
Appears in 2 contracts
Samples: Security Agreement (Dollar General Corp), Security Agreement (Dollar General Corp)
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Pledge Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor the Company and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties Lenders and their respective successors, indorsees, transferees and assigns until all Secured Obligations under the Credit Documents (other than any contingent indemnity obligations not then duedue and other than any obligations under Secured Cash Management Agreements and Secured Swap Contracts) and the obligations of each Grantor under this Security Agreement shall have been satisfied by payment in full, the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized), notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement Agreement, the Credit Parties Company may be free from any Secured Obligations.
(bi) A Subsidiary Grantor shall automatically be released from its obligations hereunder if it ceases to be a Guarantor in accordance with Section 13.1 Upon any sale, transfer or other disposition by the Company of the Credit Agreement.
(c) The Security Interest granted hereby in any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of that is permitted under the Credit Agreement and (ii) upon the effectiveness of any written consent to the release of the security interest Security Interest granted hereby in such Collateral pursuant to Section 13.1 9.10 of the Credit Agreement, such Collateral shall be automatically released from the Security Interest granted under this Pledge Agreement. Any such release in connection with any sale, transfer or other disposition of such Collateral shall result in such Collateral being sold, transferred or disposed of, as applicable, free and clear of the Lien Liens and Security Interest created hereby.
(dc) In connection with any termination or release pursuant to paragraph (a), (b) or (cb), the Collateral Agent shall execute and deliver to any Grantorthe Company, at such Grantorthe Company’s expense, all documents that such Grantor the Company shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 5.5 shall be without recourse to or warranty by the Collateral Agent.
Appears in 1 contract
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement Pledge shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor the Pledgor and the successors and assigns thereof thereof, and shall inure to the benefit of the Collateral Administrative Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all the Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each Grantor the Pledgor under this Security Agreement Pledge shall have been satisfied by payment in full, the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized)outstanding, notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement the Credit Parties may be free from any Obligations.
(b) A Subsidiary Grantor shall automatically be released from its obligations hereunder if it ceases to be a Guarantor in accordance with Section 13.1 Upon any sale or other transfer by the Pledgor of the Credit Agreement.
(c) The Security Interest granted hereby in any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of that is permitted under the Credit Agreement and (ii) to any Person, or upon the effectiveness of any written consent to the release of the security interest granted hereby in such any Collateral pursuant to Section 13.1 14.1 of the Credit Agreement. Any , the obligations of such release in connection Pledgor with any sale, transfer or other disposition of respect to such Collateral shall result in be automatically released and such Collateral being sold, transferred or disposed of, as applicable, sold free and clear of the Lien and Security Interest created hereby.
(dc) In connection with any termination or release pursuant to paragraph (a), (b) or (cb), the Collateral Administrative Agent shall execute and deliver to any Grantorthe Pledgor, at such Grantorthe Pledgor’s expense, all documents that such Grantor the Pledgor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 13 shall be without recourse to or warranty by the Collateral Administrative Agent.
Appears in 1 contract
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each Grantor under this Security Agreement shall have been satisfied by payment in full, the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized)outstanding, notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement the Credit Parties may be free from any Obligations.
(b) A Subsidiary Grantor shall automatically be released from its obligations hereunder if it and the Security Interest in the Collateral of such Subsidiary Grantor shall be automatically released upon the consummation of any transaction permitted under the Credit Agreement as a result of which such Subsidiary Grantor ceases to be a Guarantor in accordance with Section 13.1 of the Credit AgreementSubsidiary Guarantor.
(c) The Security Interest granted hereby in Upon any sale or other transfer by any Grantor of any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of that is permitted under the Credit Agreement and (ii) or upon the effectiveness of any written consent to the release of the security interest Security Interest granted hereby in such any Collateral pursuant to Section 13.1 14.1 of the Credit Agreement. Any such release , the Security Interest in connection with any sale, transfer or other disposition of such Collateral shall result in be automatically released and such Collateral being sold, transferred or disposed of, as applicable, sold free and clear of the Lien and Security Interest Interests created hereby.
(d) In connection with any termination or release pursuant to paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any Grantor, at such Grantor’s expense, all documents that such Grantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 shall be without recourse to or warranty by the Collateral Agent.
Appears in 1 contract
Samples: Revolving Loan Security Agreement (McJunkin Red Man Holding Corp)
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each Grantor under this Security Agreement shall have been satisfied by payment in full, the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized)outstanding, notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement the Credit Parties may be free from any Obligations.
(b) A Subsidiary Grantor shall automatically be released from its obligations hereunder if it and the Security Interest in the Collateral of such Subsidiary Grantor shall be automatically released upon the consummation of any transaction permitted under the Credit Agreement as a result of which such Subsidiary Grantor ceases to be a Guarantor in accordance with Section 13.1 of the Credit AgreementSubsidiary Guarantor.
(c) The Security Interest granted hereby in Upon any sale or other transfer by any Grantor of any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of that is permitted under the Credit Agreement and (ii) or upon the effectiveness of any written consent to the release of the security interest Security Interest granted hereby in such any Collateral pursuant to Section 13.1 14.1 of the Credit Agreement. Any such release , the Security Interest in connection with any sale, transfer or other disposition of such Collateral shall result in be automatically released and such Collateral being sold, transferred or disposed of, as applicable, sold free and clear of the Lien and Security Interest Interests created hereby.
(d) In connection with any termination or release pursuant to paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any Grantor, at such Grantor’s expense, all documents that such Grantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 shall be without recourse to or warranty by the Collateral Agent.
Appears in 1 contract
Samples: Term Loan Security Agreement (McJunkin Red Man Holding Corp)
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each the Grantor and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each the Grantor under this Security Agreement shall have been satisfied by payment in full, the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized)outstanding, notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement the Credit Parties Borrower may be free from any Obligations.
(b) A Subsidiary The Grantor shall automatically be released from its obligations hereunder if it ceases to and the Security Interest in the Collateral of the Grantor shall be a Guarantor in accordance with Section 13.1 automatically released upon the consummation of any transaction permitted under the Credit Agreement.
(c) The Security Interest granted hereby in Upon any sale or other transfer by the Grantor of any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of that is permitted under the Credit Agreement and (ii) or upon the effectiveness of any written consent to the release of the security interest Security Interest granted hereby in such any Collateral pursuant to Section 13.1 14.1 of the Credit Agreement. Any such release , the Security Interest in connection with any sale, transfer or other disposition of such Collateral shall result in be automatically released and such Collateral being sold, transferred or disposed of, as applicable, sold free and clear of the Lien and Security Interest Interests created hereby.
(d) In connection with any termination or release pursuant to paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any the Grantor, at such the Grantor’s expense, all documents that such the Grantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 shall be without recourse to or warranty by the Collateral Agent.
Appears in 1 contract
Samples: Term Loan Security Agreement (McJunkin Red Man Holding Corp)
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor Pledgor and the successors and assigns thereof thereof, and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all the Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and under the obligations of each Grantor under this Security Agreement Credit Documents shall have been satisfied by payment in full, and the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized)terminated, notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement the Credit Parties Borrower may be free from any Obligationsobligations.
(b) A Subsidiary Grantor shall automatically be released from its obligations hereunder if it ceases to be a Guarantor in accordance with Section 13.1 of the Credit Agreement[Intentionally Omitted.]
(c) The Security Interest granted hereby in Upon any sale or other transfer by Pledgor of any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of that is permitted under the Credit Agreement and (ii) or upon the effectiveness of any written consent to the release of the security interest granted hereby in such any Collateral pursuant to Section 13.1 14.1 of the Credit Agreement. Any such release in connection , the obligations of Pledgor with any sale, transfer or other disposition of respect to such Collateral shall result in be automatically released and such Collateral being sold, transferred or disposed of, as applicable, sold free and clear of the Lien and Security Interest security interests created hereby.
(d) In connection with any termination or release pursuant to the foregoing paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any GrantorPledgor or authorize the filing of, at such GrantorPledgor’s expense, all documents that such Grantor Pledgor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 14 shall be without recourse to or warranty by the Collateral Agent.
Appears in 1 contract
Samples: Term Loan Pledge Agreement (McJunkin Red Man Holding Corp)
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor and the successors and assigns thereof and shall inure to the benefit of the Collateral Agent and the other Secured Parties and their respective successors, indorsees, transferees and assigns until all Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each Grantor under this Security Agreement shall have been satisfied by payment in full, the Commitments shall be terminated and no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized), notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Agreements and Secured Hedge Agreement the Credit Parties may be free from any Obligations.
(b) A Subsidiary Grantor shall automatically be released from its obligations hereunder if it ceases to be a U.S. Guarantor in accordance with Section 13.1 14.1 of the Credit Agreement.
(c) The Security Interest granted hereby in any Collateral shall automatically be released (i) to the extent provided in Section 13.1 14.1 of the Credit Agreement and (ii) upon the effectiveness of any written consent to the release of the security interest granted hereby in such Collateral pursuant to Section 13.1 14.1 of the Credit Agreement. Any such release in connection with any sale, transfer or other disposition of such Collateral shall result in such Collateral being sold, transferred or disposed of, as applicable, free and clear of the Lien and Security Interest created hereby.
(d) In connection with any termination or release pursuant to paragraph (a), (b) or (c), the Collateral Agent shall execute and deliver to any Grantor, at such Grantor’s expense, all documents that such Grantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 shall be without recourse to or warranty by the Collateral Agent.
Appears in 1 contract
Samples: Security Agreement (Hca Inc/Tn)
Continuing Security Interest; Assignments Under the Credit Agreement; Release. (a) This Security Agreement shall create a continuing security interest in the Collateral and shall remain in full force and effect and be binding in accordance with and to the extent of its terms upon each Grantor and the successors and assigns thereof thereof, and shall inure to the benefit of the Collateral Administrative Agent and the other Secured Parties Parties, and their respective successors, indorsees, transferees and assigns assigns, until (x) all the Obligations under the Credit Documents (other than any contingent indemnity obligations not then due) and the obligations of each Grantor under this Security Agreement shall have been satisfied by payment in full, (y) the Commitments shall be terminated and (z) no Letters of Credit shall be outstanding (or all such Letters of Credit shall have been Cash Collateralized)outstanding, notwithstanding that from time to time during the term of the Credit Agreement and any Secured Cash Management Agreement or Secured Hedge Agreement the Credit Parties may be free from any Obligations; upon clauses (x), (y) and (z) being satisfied, the Collateral shall be released from the Liens created hereby, all rights to the Collateral shall revert to the Grantors and this Agreement and all obligations (other than those expressly stated to survive such termination either herein or in any other Credit Document) of the Administrative Agent and each Grantor shall terminate, all without delivery of any instrument or performance of any act by any party.
(b) A Subsidiary Grantor shall automatically be released from its obligations hereunder, the Security Interest in the Collateral of such Subsidiary Grantor shall be automatically released and all rights to the Collateral granted hereunder if it by such Subsidiary Grantor shall revert to such Subsidiary Grantor upon the consummation of any transaction permitted by the Credit Agreement as a result of which such Subsidiary Grantor ceases to be a Guarantor in accordance with Section 13.1 Domestic Subsidiary of the Credit AgreementBorrower, all without delivery of any instrument or performance of any act by any party.
(c) The Security Interest granted hereby in Upon any sale, disposition or other transfer by any Grantor of any Collateral shall automatically be released (i) to the extent provided in Section 13.1 of that is permitted under the Credit Agreement and (ii) or upon the effectiveness of any written consent to the release of the security interest granted hereby in such any Collateral pursuant to Section 13.1 of the Credit Agreement. Any such release , the Security Interest in connection with any sale, transfer or other disposition of such Collateral shall result in be automatically released and such Collateral being sold, transferred or disposed of, as applicable, shall be sold free and clear of the Lien and Security Interest created hereby.
(d) In connection with any termination or release pursuant to paragraph (a), (b) or (c), at the Collateral request of any Grantor, the Administrative Agent shall execute and deliver to any Grantor, at such Grantor’s 's expense, all documents that such Grantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6.5 14 shall be without recourse to or warranty by the Collateral Administrative Agent.
Appears in 1 contract
Samples: Security Agreement (Kindercare Learning Centers Inc /De)