Partial Release of Collateral. Except as expressly set forth below in this Section, Lender shall have no obligation to release any of the Collateral until all of Borrower’s indebtedness and obligations under the Loan Documents have been paid and performed in full, and all obligations of Lender under this Agreement and the other Loan Documents have terminated. Borrower shall be entitled to obtain releases of Projects from the Lien of the Loan Documents, provided that all of the following conditions are satisfied as to each proposed release of a Project (the “Release Project”):
(1) Borrower has provided Lender with at least thirty (30) (or five (5) days for the release of the “ 1195 Lanham, MD” Project completed within ninety (90) days after the Closing Date) but not more than ninety (90) days prior written notice (the “Partial Release Notice”) of the proposed release together with copies of any documents which Borrower requests that Lender execute in connection with such proposed release.
(2) Except for the release of the “1195 Lanham, MD” Project completed within ninety (90) days after the Closing Date, for any proposed release occurring during the Lockout Period, the proposed release shall be requested in connection with a bona fide sale of the Release Project to a third party purchaser (not an Affiliate of Borrower or any Borrower Party). During the Lockout Period, no partial release shall be permitted if requested in connection with a refinance or other recapitalization of a Project or any other transaction other than a bona fide sale to a third party purchaser except for the release of the “1195 Lanham, MD” Project completed within ninety (90) days after the Closing Date.
(3) For any proposed release occurring after the Lockout Period, concurrently with the requested release, fee title to the Release Project, or the ownership interests in the current owners thereof, shall be transferred to a Person other than Borrower, any Subsidiary or any entity in which Borrower or any Subsidiary holds a direct or indirect ownership interest.
(4) No Event of Default or Potential Default has occurred and is continuing on the date on which Borrower delivers the Partial Release Notice to Lender, or on the date of the requested release.
(5) If, after giving effect to the requested release (and the resulting decrease in the Borrowing Base), the outstanding balance of the Loan exceeds the Borrowing Base, Borrower shall have paid to Lender the Excess.
(6) The remaining Projects shall be acceptable to Le...
Partial Release of Collateral. Lender hereby releases the following collateral:
Partial Release of Collateral. Upon the delivery to the Secured Party by Debtor of a written notice requesting that a specified number of shares representing the Collateral be released from this Agreement, and either (i) Debtor delivers to Secured Party cash in the amount of $1.02 multiplied by the number of Shares to be released; or (ii) Debtor provides assurances acceptable to the Secured Party that the Shares that are to be released will be sold through a broker acceptable to the Secured Party, and such broker unconditionally and irrevocably undertakes to deliver to the Secured Party a portion of the proceeds from such sale equal to the amount set forth in (i), the Secured Party shall release from the security interest granted herein the number of Shares specified in the notice. The amount set forth in subpart (i) of the preceding sentence will be applied to the outstanding principal balance of the Note as provided therein. Such release of any shares from the security interest created in this Agreement shall not affect Secured Party's security interest in any other Collateral.
Partial Release of Collateral. Upon the disposition of any Collateral in accordance with the Credit Agreement, the Administrative Agent shall, upon the written request of (and at the sole cost and expense of) the Borrower, promptly execute and deliver to the Borrower such UCC termination statements and such other documentation as the Borrower may reasonably request to effect the termination and release of the Liens on such Collateral.
Partial Release of Collateral. The Noteholder shall, in connection with any Disposition of Collateral permitted under the Secured Note Agreement, release from the Lien created hereby on such Collateral the portion of the Collateral Disposed of, upon the related Grantor’s satisfaction of any applicable conditions set forth in the Secured Note Agreement. In connection therewith, the Noteholder, at the request and sole cost and expense of the Grantor, shall execute and deliver to the Grantor all releases or other documents including, without limitation, UCC termination statements reasonably necessary for the release of the Lien created hereby on such Collateral. For the avoidance of doubt, the Lien of the Noteholder on Collateral shall not be released in connection with the Disposition of Collateral between and among the Grantors.
Partial Release of Collateral. Provided that no Default or Event of Default shall then exist, the Issuer or a Guarantor may, in connection with any Disposition of any Collateral permitted under the Secured Note Agreement, obtain the release from the Lien of the Secured Note Documents of the portion of the Collateral sold, upon the satisfaction of the conditions set forth in the Secured Note Agreement.
Partial Release of Collateral. Following the time when (i) the CF Obligations have been paid in full, and (ii) CF has no obligation to extend any credit to Borrower under anyone or more of the CF Documents or the Forbearance Agreements, GECC shall effect a partial release with respect to the Consolidation Note Collateral as follows: release of GECC’s security interests in the collateral, and only the collateral, set forth or described in Number 45 on Schedule 1 hereto. The partial release shall have no affect on, and nothing contained in this Agreement shall be construed to release, GECC’s security interests and liens on the remainder of the Consolidation Note Collateral set forth in Numbers 1 through 44 and Number 46 on Schedule 1 hereto; specifically the partial release described in this Section 8 shall not include a release of GECC’s security interests in and liens on the vehicles set forth in Numbers 1 through 43 on Schedule 1 hereto, the real property set forth in Number 44, and the specific items of equipment financed by EF set forth in Number 46 on Schedule 1, all of which security interests and liens shall continue in full force and effect until such time all of the EF Obligations have been paid in full.
Partial Release of Collateral. Upon the execution and delivery of this Amendment Xx. 0 xxx xxx Xxxxxxxxx Xxxxxxxxx Xxxxxxxx Xx. 000, (x) the Secured Party hereby releases any and all liens, claims or other security interests in all assets of the Debtor except for the equipment financed by the Secured Party pursuant to the Agreement under specific Collateral Schedules (the “Financed Assets”), (ii) the Agreement shall be deemed modified and amended such that (X) the security interest granted pursuant to Section 1 of the Agreement shall be limited to the Financed Assets and (Y) the Additional Collateral Rider shall be terminated and no longer of force or effect and (iii) the Secured Party authorizes the Debtor to file a UCC-3 Amendment. TERMS USED, BUT NOT OTHERWISE DEFINED HEREIN SHALL HAVE THE MEANINGS GIVEN TO THEM IN THE AGREEMENT. EXCEPT AS EXPRESSLY AMENDED HEREBY, THE AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT. IF THERE IS ANY CONFLICT BETWEEN THE PROVISIONS OF THE AGREEMENT AND THIS AMENDMENT NO. 2, THEN THIS AMENDMENT NO. 2 SHALL CONTROL.
Partial Release of Collateral. The Lender shall release a Property (the "Released Property") from the Lien of a Mortgage upon satisfaction of the following conditions:
(a) No Default or Event of Default shall have occurred and be continuing at the time of the release;
(b) For each Released Property, the Borrower must make a principal prepayment on the Revolving Credit Facility equal to the value of such Released Property (as reasonably determined by Lender), divided by the collective value of the Properties (as reasonably determined by Lender), then multiplied by the outstanding principal balance of the Revolving Credit Facility; provided, however, that such principal prepayment shall only be required if release of such Released Property will result in a Borrowing Base Deficiency; and
(c) The Borrower shall pay all expenses incurred by the Lender in connection with the release of the Released Property, including reasonable attorneys' fees.
Partial Release of Collateral. Pursuant to Section 2 of the Note 1,136 shares of Common Stock (the "Shares") currently constitute Collateral Stock under the Note, certificate(s) for which are in the possession of the Company. The Company hereby releases its security interest pursuant to the Note in 595 of the Shares (the "Released Shares") so that hereafter the term "Collateral Stock" shall mean 541 shares of Common Stock and any and all distributions and dividends which may from time to time be paid or payable on such shares. The Company and Employee agree to take any and all actions necessary (including executing suitable stock powers) to enable the Company to issue separate stock certificates) evidencing the Released Shares and the Collateral Stock and to enable the Company to perfect and maintain the validity and priority of the security interest granted to the Company pursuant to the Note. The Company shall cause the certificates) evidencing the Released Shares to be released to Employee and pursuant to Section 2 of the Note shall retain the certificate(s) evidencing the Collateral Stock. Except for the definition of "Collateral Stock" which is being modified hereby, the provisions of Section 2 of the Note shall remain unaltered and in full force and effect.
