Guarantor Releases Sample Clauses
Guarantor Releases. The Lenders authorize the Administrative Agent to release any Guarantor from its obligations under the Loan Documents if such Person is no longer required to be a Guarantor hereunder or if such Person is sold, transferred or assigned or ceases to be a Wholly-Owned Subsidiary of the Borrower in accordance with and to the extent permitted by the terms of this Agreement. Upon the request of the Administrative Agent at any time, the Required ▇▇▇▇▇▇▇ will confirm in writing the Administrative Agent’s authority to release any Guarantor from its obligations under the Loan Documents pursuant to the foregoing. In each case as specified hereto, the Administrative Agent may (and each Lender hereby 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 a Guarantor from its obligations under the Guaranty in accordance with the terms of the Loan Documents.
Guarantor Releases. The Lenders hereby empower and authorize the Agent to execute and deliver to the Borrower or any Guarantor on their behalf any agreements, documents or instruments as shall be necessary or appropriate to effect any release of a Guarantor which shall be permitted by the terms hereof or which shall otherwise have been approved by the Required Lenders (or, if required by the terms of Section 8.2, all of the Lenders) in writing.
Guarantor Releases. The Lenders hereby empower and authorize the Administrative Agent to execute and deliver to the Borrower on their behalf any agreements, documents or instruments as shall be necessary or appropriate to evidence or effect any releases of a Guarantor made in accordance with the Loan Documents or which shall otherwise have been approved by the Required Lenders (or, if required by the terms of Section 8.3, all of the Lenders) in writing. In addition, the Lenders authorize the Administrative Agent to release any Guarantor from its obligations under the Loan Documents if such Person is no longer required to be a Guarantor hereunder or if such Person is sold, transferred or assigned in accordance with and to the extent permitted by the terms of this Agreement. Upon the request of the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release any Guarantor from its obligations under the Loan Documents pursuant to the foregoing. In each case as specified hereto, the Administrative Agent may (and each Lender hereby 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 a Guarantor from its obligations under the Guaranty, in each case in accordance with the terms of the Loan Documents.
Guarantor Releases. (a) The Note Guarantee of a Guarantor will be automatically and unconditionally released and discharged:
(1) in connection with any sale or other disposition of all or substantially all of the assets of such Guarantor (including by way of merger, consolidation or amalgamation) to a Person that is not (either before or after giving effect to such transaction) Parent or a Restricted Subsidiary, if the sale or other disposition does not violate Sections 3.10 or 4.10 hereof;
(2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) Parent or a Restricted Subsidiary of Parent, if the sale or other disposition does not violate Sections 3.10 or 4.10 hereof and results in such Guarantor ceasing to be a Subsidiary;
(3) if Parent designates that Guarantor to be an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture;
(4) upon the liquidation or dissolution of that Guarantor;
(5) upon Legal Defeasance or discharge of this Indenture (including through a redemption of all of the Notes or satisfaction and discharge of this Indenture) as provided in Section 8.02 and Article XII hereof;
(6) upon the release or discharge of the guarantee by, or direct obligation of, such Subsidiary Guarantor of the Obligations under the Credit Agreement (except the discharge or release by or as a result of payment in connection with the enforcement of remedies under such guarantee or direct obligation), unless at the time of such release or discharge, such Subsidiary Guarantor is then a guarantor or an obligor in respect of any other Indebtedness that would require it to provide a Note Guarantee as set forth under Section 4.17 hereof;
(7) in the case of any Restricted Subsidiary that, after the Issue Date, is required to guarantee the Notes pursuant to Section 4.17 hereof, (x) the release or discharge of the guarantee by such Restricted Subsidiary (or the co-issuer or co-borrower obligation of such Restricted Subsidiary) of Indebtedness of Parent or any Restricted Subsidiary of Parent or (y) the repayment of the Indebtedness or Disqualified Stock, in each case, that resulted in the obligation to guarantee the Notes (except if a release, discharge or repayment is by or as a result of payment in connection with the enforcement of remedies under such other guarantee of Indebtedness) unless, in each case of clauses (x) and (y), at the tim...
Guarantor Releases. A Guarantee as to any Guarantor shall terminate and be of no further force or effect and such Guarantor shall be deemed to be released from all obligations as provided in Section 12.06 of the Base Indenture.
Guarantor Releases. The Borrower shall have obtained the release of the Borrower and each of the Subsidiary Guarantors from their guarantee obligations, and (to the extent applicable) the release of any liens granted by such Persons to secure such guarantee obligations, in each case under that certain Credit Agreement, dated as of October 3, 2016 (as amended, restated, amended and restated, supplemented and/or otherwise modified on or prior to the Closing Date), among Vistra Intermediate Company LLC, Vistra Operations Company LLC (“Vistra Ops”), the lenders and letter of credit issuers party thereto from time to time and Credit Suisse AG, Cayman Islands Branch, as administrative agent and as collateral agent (the “Vistra Ops Credit Agreement”) and any other First Lien Debt (as such term is defined in the Collateral Trust Agreement (as defined in the Vistra Ops Credit Agreement)) and/or any unsecured indenture of Vistra Ops that ranks pari passu in right of payment with the obligations under the Vistra Ops Credit Agreement, in each case, such releases to be in form and substance reasonably acceptable to the Collateral Agent.
Guarantor Releases. The Lenders authorize the Agent to release any Guarantor from its obligations under the Financing Agreements if such Person is no longer required to be a Guarantor hereunder or if such Person is sold, transferred or assigned in accordance with and to the extent permitted by the terms of this Agreement. Upon the request of the Agent at any time, the Required Lenders will confirm in writing the Agent’s authority to release any Guarantor from its obligations under the Financing Agreements pursuant to the foregoing. The Agent may (and each Lender hereby authorizes the Agent to), at the Borrower’s expense, execute and deliver to the Borrower or the applicable Guarantor such documents as the Borrower or such Guarantor may reasonably request to release a Guarantor from its obligations under the Guaranty, in each case in accordance with the terms of the Financing Agreements. Notwithstanding the foregoing, effective upon the effectiveness of this Agreement, ▇▇▇ ▇▇▇ Industries, Inc. (“▇▇▇ ▇▇▇”) shall automatically be released from its obligations under that certain Guaranty, dated as of August 5, 2016, executed by the Borrower and ▇▇▇ ▇▇▇ in favor of the Agent. The Agent is hereby authorized, without any further consent of the Lenders, to execute and deliver any required documents necessary to evidence such release with respect to ▇▇▇ ▇▇▇.
