Possession, Use and Release of Collateral. (a) Unless an Event of Default shall have occurred and be continuing, subject to the terms of the Security Documents, the Issuers and the Guarantors will have the right to remain in possession and retain exclusive control of the Collateral securing the Notes and any Guarantees (other than any cash, securities, obligations and Cash Equivalents constituting part of the Collateral to the extent deposited with the Collateral Agent in accordance with the provisions of the Security Documents and other than as set forth in the Security Documents), to freely operate the Collateral and to collect, invest and dispose of any income thereon.
(b) Each Holder of a Note, by accepting such Note, acknowledges that (i) the Security Documents shall provide that so long as any First Priority Lien Obligations (or any commitments or letters of credit in respect thereof) are outstanding, the holders thereof shall have the exclusive right and authority to determine the release, sale, or other disposition with respect to the Collateral and to change, waive or vary the Security Documents, subject in the case of changes, waivers, or variances, to the conditions specified in the Security Documents and (ii) the holders of the First Priority Lien Obligations may (x) direct the Collateral Agent to take actions with respect to the Collateral (including the release of the Collateral and the manner of realization) without the consent of the Holders or the Trustee and (y) agree to modify the Security Documents, without the consent of the Holders or the Trustee, to secure additional Debt and additional secured creditors so long as such modifications do not expressly violate the provisions of the Credit Agreement or this Indenture. Subject to the terms of the Security Documents, if at any time or from time to time Collateral which also secures the First Priority Lien Obligations is released or otherwise disposed of pursuant to the terms of the relevant governing documents, as applicable, such Collateral securing the Notes and any Guarantees shall be automatically released or disposed of; provided, however, that if an Event of Default under this Indenture exists as of the date on which the First Priority Lien Obligations are repaid in full, the Collateral securing the Notes and the Guarantees shall not be released until such Event of Default and all other Events of Default shall have been cured or otherwise waived except to the extent such Collateral was disposed of in order to repay the First...
Possession, Use and Release of Collateral. (a) Each Holder, by accepting a Note, consents and agrees to the provisions of the Security Documents and this Indenture governing the possession, use and release of Collateral. Each Holder, by accepting a Note, consents and agrees that Collateral may, and, as applicable, shall, be released or substituted in accordance with the terms of this Indenture and the Security Documents.
(b) Without limiting the provisions of Section 10.03(a) and subject to the provisions of the Security Document applicable to such Collateral:
(i) unless an Event of Default has occurred and is continuing, the Trustee shall release the Liens and security interests created by this Indenture and the Security Documents on any portion of Collateral subject to an Asset Disposition (Collateral so released, the “Released Interest”) upon compliance with the condition that the Company deliver to the Trustee the following:
(A) a notice from the Company requesting the release of the Released Interest:
(1) describing the proposed Released Interest;
(2) stating that the consideration received is at least equal to the fair market value of the Released Interest (if required pursuant to Section 4.10(a)(1));
(3) stating that the release of such Released Interest will not interfere with the Trustee’s ability to realize the value of the remaining Collateral and will not impair the maintenance and operation of the remaining Collateral; and
(4) in the event that any assets other than cash, cash equivalents comprise a portion of the consideration received in such Asset Disposition, specifically describing such assets;
(B) an Officers’ Certificate stating that:
(1) such Asset Disposition (i) does not include the disposition of assets other than the Released Interest and (ii) complies with the terms and conditions of this Indenture with respect to Asset Dispositions (including Section 4.10);
(2) all Net Available Cash from the Asset Disposition will be deposited with the Trustee in an Asset Sale Proceeds Account pursuant to the provisions of Section 4.10 (or will otherwise be applied for a use permitted by Section 4.10 substantially concurrently with such Asset Disposition);
(3) there is no Default in effect or continuing on the date thereof or the date of such Asset Disposition;
(4) the release of the Collateral will not result in a Default or an Event of Default; and
(5) all conditions precedent in this Indenture and the Security Documents relating to the release in question have been complied with;
(C) ...
Possession, Use and Release of Collateral. (a) Subject to the terms of the Collateral Documents and the Intercreditor Agreement, the Company and the Guarantors will have the right to remain in possession and retain control of the Collateral (other than as otherwise set forth in the Collateral Documents), to freely operate the Collateral and to collect, invest and dispose of any income therefrom.
(b) The Liens created pursuant to the Collateral Documents shall be released in the manner and upon the satisfaction of the conditions set forth in Section 3.05 of the Intercreditor Agreement.
(c) The Trustee shall execute and deliver to the Company, at the Company’s sole expense, all documents that the Company shall reasonably request to evidence any release of Collateral described in clause (b) above.
Possession, Use and Release of Collateral. (a) Subject to the terms of the Collateral Documents, the First Lien Collateral Documents and the Intercreditor Agreement, the Guarantor will have the right to remain in possession and retain control of the Collateral (other than cash or any securities constituting part of the Collateral and deposited with the Collateral Agent in accordance with the provisions of the Collateral Documents and other than as otherwise set forth in the Collateral Documents), to freely operate the Collateral and to collect, invest and dispose of any income therefrom.
(b) The Second Priority Liens securing the Secured Obligations shall be released in whole:
(i) upon payment in full of the principal of, and premium, if any, and accrued and unpaid interest on, the Securities and payment in full of all other obligations that are due and payable at or prior to the time such principal, premium, if any, and accrued and unpaid interest are paid;
(ii) with the consent of a majority of the Holders of the outstanding Securities (including, without limitation, consents obtained in connection with a tender offer or exchange offer for or other purchase of Securities).
(c) The Second Priority Liens securing the Secured Obligations shall be released automatically in part with respect to any asset constituting Collateral if all Liens on such asset securing First Lien Obligations are also released in accordance with the terms of the Intercreditor Agreement.
(d) The Trustee shall execute and deliver to the Guarantor, at the Guarantor’s request and sole expense, all documents that the Guarantor shall reasonably request to evidence any of the releases of Collateral described in clause (b) above and Section 17.04 hereof.
Possession, Use and Release of Collateral. Subject to and in accordance with the provisions of this Indenture and the Collateral Documents, so long as the Trustee or Collateral Agent has not exercised rights or remedies with respect to the Collateral in connection with an Event of Default that has occurred and is continuing, the Issuers and the Guarantors shall have the right to remain in possession and retain exclusive control of the Collateral (other than any Trust Monies deposited with the Collateral Agent and other than as set forth in the Collateral Documents), to freely operate, use and consume the Collateral (other than Trust Monies held by the Collateral Agent, other monies and Government Securities deposited pursuant to Article 8 and other than as set forth in the Collateral Documents and this Indenture), to alter or repair any Collateral so long as such alterations and repairs do not impair the Lien of the Collateral Documents thereon, and otherwise comply with Section 10.06 hereof, and to collect, receive, use, invest and dispose of the reversions, remainders, interest, rents, lease payments, issues, profits, revenues, proceeds and other income thereof.
Possession, Use and Release of Collateral. (a) Unless an "Event of Default" under any Principal Agreement shall have occurred and be continuing, the Company and the Obligors will have the right to remain in possession and retain exclusive control of the Collateral securing the Obligations (other than any cash, securities, obligations and Cash Equivalents constituting part of the Collateral and deposited with the Collateral Agent in the Collateral Account and other than as set forth in the Security Documents), to freely operate the Collateral and to collect, invest and dispose of any income thereon.
(b) Upon compliance by the Company with the conditions set forth below in respect of any Asset Disposition to any Person involving Collateral (including the disposition of all of the Capital Stock of an Obligor), the Collateral Agent will release the Released Interests (as defined below) from the Lien of the Credit Documents and reconvey the Released Interests to the Company or such other Person as the Company may direct in writing. The Company will have the right to obtain a release of items of Collateral subject to any Asset Disposition or owned by an Obligor all of the Capital Stock of which is subject of an Asset Disposition (the "Released Interests") upon compliance with the condition that the Company deliver to the Collateral Agent the following with respect to those Asset Dispositions of Collateral that constitute Asset Sales:
(i) a notice from the Company requesting the release of Released Interests:
(A) describing the proposed Released Interests; and
(B) specifying the value of such Released Interests on a date within 60 days of the Company notice (the "Valuation Date"); and
(C) stating that the purchase price or other property to be received in consideration for such Released Interests is at least equal to the fair market value of the Released Interests; and
(D) stating that the release of such Released Interests will not interfere with the Collateral Agent's ability to materially realize the value of the remaining Collateral and will not materially impair the maintenance and operation of the remaining Collateral; and
(E) confirming the Asset Disposition of, or an agreement to enter into an Asset Disposition for, such Released Interests in a bona fide transaction to a Person that is not an Affiliate of the Company or, in the event that such Asset Disposition is to a Person that is an Affiliate, confirming that such Asset Disposition is made in compliance with the provisions set forth in Section...
Possession, Use and Release of Collateral. (a) Each Holder, by accepting a Note, consents and agrees to the provisions of the Security Documents governing the possession, use and release of Collateral. Without limiting the generality of the foregoing, each Holder, by accepting a Note, consents and agrees that Collateral may, and, as applicable, shall, be released or substituted only in accordance with the terms of the Security Documents; provided that Collateral may be released under this Indenture and the Security Documents with the consent of the Holders of at least 66 2/3% in aggregate principal amount of the Notes then outstanding, as provided under Section 8.02(c).
(b) Notwithstanding the foregoing, the release of any Collateral from the Lien and security interest created by this Indenture and the Security Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to the terms of the Security Documents.
(c) The fair value of Collateral released from the Liens and security interest created by this Indenture and the Security Documents pursuant to the terms of the Security Documents shall not be considered in determining whether the aggregate fair value of the Collateral released from the Liens and security interest created by this Indenture and the Security Documents in any calendar year exceeds the 10% threshold specified in TIA ss. 314(d)(1). It is expressly understood that Section 11.08 and this Section 11.03 relate only to the Company's and the Guarantor's obligations under the TIA and shall not restrict or otherwise affect the Company's and the Guarantor's rights or abilities to release Collateral pursuant to the terms of the Credit Facility and the Security Documents or as otherwise permitted by the Lenders.
Possession, Use and Release of Collateral. (A) Each Holder, by accepting a Note, consents and agrees to the provisions of the Collateral Documents and this Indenture governing the possession, use and release of Collateral. Each Holder, by accepting a Note, consents and agrees that Collateral may, and, as applicable, shall, be released or substituted in accordance with the terms of this Supplemental Indenture and the Collateral Documents.
(B) The Collateral Trustee’s Liens upon the Collateral shall automatically be released in whole, upon payment in full and discharge of all outstanding Secured Obligations or in accordance with the final paragraph of Section 9.01.
(C) In addition to the foregoing, Liens on Collateral securing the Notes will be entitled to be released under the following circumstances:
Possession, Use and Release of Collateral. Each Holder, by accepting a Note, consents and agrees to the provisions of the Security Documents governing the possession, use and release of Collateral. Without limiting the generality of the foregoing, each Holder, by accepting a Note, consents and agrees that Collateral may, and, as applicable, shall, be released or substituted only in accordance with the terms of the Security Documents; provided that Collateral may be released under this Indenture and the Security Documents with the consent of the Holders of at least 66 2/3% in aggregate principal amount of the Notes then outstanding, as provided under Section 8.02(c).
Possession, Use and Release of Collateral. In addition ----------------------------------------- to their rights under Section 12.3, Issuer and Guarantors shall have the right to obtain a release of items of Collateral (other than Trust Monies (excluding Trust Monies constituting Net Available Proceeds from an Asset Sale or a sale of Principal Property), which Trust Monies are subject to release from the Lien of the Security Documents as provided under Article 13) (the "Released Interests") ------------------ subject to an Asset Sale and the Trustee shall release the Released Interests from the Lien of the Security Documents and reconvey the Released Interests to the appropriate Pledgor, upon compliance with the condition that the appropriate Pledgor deliver to the Trustee the following:
