Common use of Lien Release Clause in Contracts

Lien Release. Each of the Caesars Parties shall use their reasonable best efforts to facilitate and encourage the making of any filings, releases, discharges, deeds and other documents necessary to evidence the release by all financial institutions and other Persons (the “Lenders”) of all Liens (other than Permitted Liens) on the Purchased Equity Interests or any property or assets of the Company Parties or their respective Subsidiaries relating to Indebtedness owed by any of the Caesars Parties or their Subsidiaries (“Lender Liens”), and all obligations (including guarantee obligations) of the Company Parties and their respective Subsidiaries in respect of such Indebtedness (“Loan Obligations”), before or substantially simultaneously with the Closing. Each of the Caesars Parties shall request that the Lenders deliver letters or similar written confirmation (each, a “Release Confirmation”), before or substantially simultaneously with the Closing, confirming that (a) all Lender Liens shall be, upon the Closing Date, released by all lenders thereunder and (b) all Loan Obligations shall be, upon the Closing Date, released. Each of the Caesars Parties shall keep Growth Partners reasonably informed (orally and in writing) on a current basis regarding any material developments relating to their request for Release Confirmations. Notwithstanding the foregoing, the Parties acknowledge and agree that the Indebtedness outstanding under the Bill’s Credit Facility will remain outstanding at Closing and, for the avoidance of doubt, the Liens securing such Indebtedness will not be released.

Lien Release. Each of the Caesars Parties Parent and Sellers shall use their reasonable best efforts to facilitate and encourage the making of any filings, releases, discharges, deeds and other documents necessary to evidence the release by all financial institutions and other Persons to which any indebtedness (including guarantee obligations in respect thereof) of the Company is outstanding (the “Lenders”) of all Liens (other than Permitted Liens) on and Encumbrances in connection therewith relating to the Purchased Assets, the Equity Interests Interests, the Business or any property or assets of the Company Parties or their respective Subsidiaries relating to Indebtedness owed by any of the Caesars Parties or their Subsidiaries (“Lender Liens”), and all obligations (including guarantee obligations) of the Company Parties and their respective Subsidiaries in respect of such Indebtedness indebtedness (“Loan Obligations”), before or substantially simultaneously with the ClosingClosing Date. Each of Promptly after the Caesars Parties Effective Date, Parent and Sellers shall request that the Lenders deliver letters or similar written confirmation (each, a “Release Confirmation”), before or substantially simultaneously with the ClosingClosing Date, confirming that (a) all Lender Liens shall be, upon the Closing Date, released by all lenders thereunder and (b) all Loan Obligations shall be, upon the Closing Date, released. Each of the Caesars Parties Parent and Sellers shall keep Growth Partners Buyer reasonably informed (orally and in writing) on a current basis regarding any material developments relating to their request for Release Confirmations. Notwithstanding , including by reporting any conversations with a Lender or its Representatives relating to the foregoingRelease Confirmations, the Parties acknowledge any rejection of a Release Confirmation by a Lender or any failure of a Lender to respond to a request for a Release Confirmation, and agree that the Indebtedness outstanding under the Bill’s Credit Facility will remain outstanding at Closing and, for the avoidance by furnishing copies of doubt, the Liens securing such Indebtedness will not be releasedany relevant written correspondence or draft documentation.