Common use of Ratings Release of Collateral Clause in Contracts

Ratings Release of Collateral. In the event that that the Ratings are both at least Baa2 from Xxxxx’x and at least BBB from S&P (in each case with a stable or better outlook), the Borrower may provide a certification thereof (and of the satisfaction of the following conditions) to the Administrative Agent along with a request that the Liens on the Collateral securing the Obligations be released, and such Liens shall be automatically released subject to the following conditions: (i) no Default shall have occurred and be continuing as of the date of such release, and (ii) any Liens and collateral are simultaneously released with respect to any other secured indebtedness or other obligations of the Loan Parties that had been secured by any Collateral (including any Relevant Obligations). In the event that (i) the Ratings cease to satisfy the ratings requirements set forth in the immediately preceding sentence or (ii) any collateral is subsequently granted or re-granted with respect to any indebtedness or obligations of the type described in clause (ii) of the immediately preceding sentence (including any such indebtedness or obligations incurred subsequent to the initial release), the Loan Parties shall be required to re-grant Liens on the Collateral to the Administrative Agent on terms consistent with such Liens immediately prior to such release pursuant to timing and procedures reasonably agreed to by the Administrative Agent in consultation with the Borrower. In connection with any termination or release pursuant to this Section 9.16(b), the Administrative Agent shall execute and deliver to any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Additionally, the Secured Parties hereby authorize the Administrative Agent to enter into any documentation to evidence the re-granting of any security interests pursuant to the terms of this Section 9.16(b). Any execution and delivery of documents pursuant to this Section 9.16 shall be without recourse to or warranty by the Administrative Agent. Each of the Secured Parties irrevocably authorizes the Administrative Agent, at its option and in its discretion, to effect the releases and, if applicable, re-granting set forth in this Section 9.16(b).

Ratings Release of Collateral. In the event that that the Ratings are both at least Baa2 from Xxxxx’x and at least BBB from S&P (in each case with a stable or better outlook), the Borrower may provide a certification thereof (and of the satisfaction of the following conditions) to the Administrative Agent along with a request that the Liens on the Collateral securing the Obligations be released, and such Liens shall be automatically released subject to the following conditions: (i) no Default shall have occurred and be continuing as of the date of such release, and (ii) any Liens and collateral are simultaneously released with respect to any other secured indebtedness or other obligations of the Loan Parties that had been secured by any Collateral (including any Relevant Obligations). In the event that (i) the Ratings cease to satisfy the ratings requirements set forth in the immediately preceding sentence or (ii) any collateral is subsequently granted or re-granted with respect to any indebtedness or obligations of the type described in clause (ii) of the immediately preceding sentence (including any such indebtedness or obligations incurred subsequent to the initial release), the Loan Parties shall be required to re-grant Liens on the Collateral to the Administrative Agent on terms consistent with such Liens immediately prior to such release pursuant to timing and procedures reasonably agreed to by the Administrative Agent in consultation with the Borrower. In connection with any termination or release pursuant to this Section 9.16(b), the Administrative Agent shall execute and deliver to any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Additionally, the Secured Parties hereby authorize the Administrative Agent to enter into any documentation to evidence the re-granting of any security interests pursuant to the terms of this Section 9.16(b). Any execution and delivery of documents pursuant to this Section 9.16 shall be without recourse to or warranty by the Administrative Agent. Each of the Secured Parties irrevocably authorizes the Administrative Agent, at its option and in its discretion, to effect the releases and, if applicable, re-granting set forth in this Section 9.16(b).