Common use of Margin Release Clause in Contracts

Margin Release. If (A) at any time the Actual LTV Ratio is equal to or less than the Release LTV for five consecutive calendar days, and (B) so long as immediately before and after giving effect thereto no Blocking Event shall have occurred and then be continuing, the Borrower may, by written notice to Collateral Agent (with a copy to each other party hereto) (such notice, a "Release Request Notice") (which notice shall be deemed to be a certification from the Borrower that the foregoing requirements are satisfied), request that the Collateral Agent direct the Custodian to release a portion of the Additional Collateral. Upon receipt of any Release Request Notice, the Administrative Agent shall provide to the Collateral Agent a real-time calculation of the Actual LTV Ratio and: (i) if the Actual LTV Ratio is no longer equal to or less than or equal to the Release LTV, Collateral Agent shall notify the Borrower with a copy to each other party hereto, that the Release Request Notice is denied at such time; and (ii) if the Actual LTV Ratio is at such time equal to or less than the Release LTV, the Collateral Agent shall instruct the Custodian to transfer Collateral from the Collateral Account as directed by the Borrower in an amount such that after giving effect to such requested release the Actual LTV Ratio as determined by such real-time calculation shall not exceed the Initial LTV, which transfer shall be initiated, in the case of a Release Request Notice delivered prior to 2 p.m. (New York City time), no later than 5 p.m. (New York City time) on the same day as such Release Request Notice is received and otherwise, on the next calendar day. No more than one Release Request Notice shall be permitted on any calendar day.

Margin Release. If (A) at any time the Actual LTV Ratio is equal to or less than the Release LTV for five consecutive calendar days, and (B) so long as immediately before and after giving effect thereto no Blocking Event shall have occurred and then be continuing, the Borrower may, by written notice to Collateral Agent (with a copy to each other party hereto) (such notice, a "“Release Request Notice"”) (which notice shall be deemed to be a certification from the Borrower that the foregoing requirements are satisfied), request that the Collateral Agent direct the Custodian to release a portion of the Additional Collateral. Upon receipt of any Release Request Notice, the Administrative Agent shall provide to the Collateral Agent a real-time calculation of the Actual LTV Ratio and: (i) if the Actual LTV Ratio is no longer equal to or less than or equal to the Release LTV, Collateral Agent shall notify the Borrower with a copy to each other party hereto, that the Release Request Notice is denied at such time; and (ii) if the Actual LTV Ratio is at such time equal to or less than the Release LTV, the Collateral Agent shall instruct the Custodian to transfer Collateral from the Collateral Account as directed by the Borrower in an amount such that after giving effect to such requested release the Actual LTV Ratio as determined by such real-time calculation shall not exceed the Initial LTV, which transfer shall be initiated, in the case of a Release Request Notice delivered prior to 2 p.m. (New York City time), no later than 5 p.m. (New York City time) on the same day as such Release Request Notice is received and otherwise, on the next calendar day. No more than one Release Request Notice shall be permitted on any calendar day.. ​

Margin Release. If (Aa) at On any time Valuation Date, the Actual LTV Borrower may request the Calculation Agent to notify the Borrower of its determination as to whether on each of the immediately preceding consecutive 10 Valuation Dates (the last of which being that Valuation Date), the Loan-to-Value Ratio is was equal to or less than the Collateral Release LTV for five consecutive calendar daysLoan-to-Value Ratio, and the Calculation Agent shall upon receiving such request from the Borrower promptly notify the Borrower of such fact (Bsuch date, a “Margin Release Notice Date”). (b) so long as immediately before and after giving effect thereto no Blocking Event shall have occurred and then be continuingUpon a notice being given by the Calculation Agent to the Borrower under paragraph (a) above, the Borrower may, by if it gives the Lender not less than two Business Days’ prior written notice to on the Business Day following any Margin Release Notice Date, withdraw (on behalf of itself or any other Obligor) any number of Additional Collateral Agent Shares from a Securities Account and/or an amount of Cash Collateral from a Cash Account, provided that: (with a copy to each other party heretoi) (such notice, a "Release Request Notice") the Loan-to-Value Ratio on the proposed withdrawal date (which notice shall be a Valuation Date) does not exceed the Maintenance Loan-to-Value Ratio, and, in calculating any Loan-to-Value Ratio, “B” in the formula set out in the definition of “Loan-to-Value Ratio” shall be deemed to be a certification from equal to the Borrower that the foregoing requirements are satisfied), request that the Collateral Agent direct the Custodian to release a portion amount of the Additional Collateral. Upon receipt Cash Collateral as at the time immediately after the proposed withdrawal is made and “C” in the formula set out in the definition of any Release Request Notice, the Administrative Agent “Loan-to-Value Ratio” shall provide be deemed to be equal to the Collateral Agent a real-Share Value as at the time calculation of immediately after the Actual LTV Ratio and: (i) if the Actual LTV Ratio proposed withdrawal is no longer equal to or less than or equal to the Release LTV, Collateral Agent shall notify the Borrower with a copy to each other party hereto, that the Release Request Notice is denied at such time; andmade; (ii) if such withdrawal does not result in the Actual LTV Ratio is at such time equal cash amount standing to or the credit of the Cash Accounts being less than the Release LTVamount equal to the Exchange Deposit Cash plus the Required Sale proceeds minus such amounts applied for voluntary prepayment pursuant to Clause 18.6(e) (Exchange of Shares for cash); (iii) the Collateral Shares to be withdrawn shall consist of SPA Shares and, only if there are no SPA Shares subject to the Security created under the Share and Account Charge on that Business Day or after the date falling six months from the date of this Agreement, the other Initial Collateral Agent shall instruct the Custodian to transfer Collateral Shares; (iv) no Default or Mandatory Prepayment Event is continuing or would result from the Collateral Account as directed by the Borrower in an amount such that after giving effect to such requested release the Actual LTV Ratio as determined by such real-time calculation shall not exceed the Initial LTV, which transfer shall be initiated, proposed withdrawal; (v) no Blocked Distribution is included in the case proposed withdrawal; (vi) such withdrawal does not result in any violation of a Release Request Notice delivered prior to 2 p.m. (New York City time)Regulation T, no later than 5 p.m. (New York City time) on U or X of the same day as such Release Request Notice is received and otherwise, on the next calendar day. No more than one Release Request Notice shall be permitted on any calendar dayBoard.