Release and Discharge of Security. (1) The Borrower and its Material Subsidiaries shall not be discharged from the Security or any part thereof, other than to the extent that such Security applies to a Permitted Disposition to a person other than the Borrower or a Material Subsidiary (in which case the Security shall, without further action, cease to apply to the subject matter thereof for the benefit of the Agent and the Lenders), except by a written release and discharge signed by the Agent. If all of the Obligations and Cash Management Obligations have been repaid, paid, satisfied and discharged, as the case may be, in full and the Credit Facilities have been fully cancelled and all of the Lender Financial Instrument Obligations have been satisfied or the Borrower or its Subsidiaries, as applicable, have provided alternative credit support to all relevant Lenders and/or Hedging Affiliates who are counterparties to such Lender Financial Instruments to which such Lender Financial Instrument Obligations relate in accordance with such Lender Financial Instruments or any other written agreement between such entities, as applicable, then the Agent shall cause it and the Lenders’ interest in the Security to be released and discharged at the expense of the Borrower.
(2) The Lenders hereby authorize the Agent, upon the written request of the Borrower, to:
(a) take such steps as may be required to release Security Interests created by the Security from any property or assets in relation to a Disposition permitted pursuant to Section 9.2(d);
(b) take such steps as may be required to release and discharge (or evidence such release and discharge) the Security provided by a Subsidiary that ceases to be a Material Subsidiary in a transaction not prohibited by this Agreement and the other Documents; and
(c) execute and deliver such releases, discharges, no-interest letters, agreements or other instruments as may be necessary or reasonably requested by the Borrower to effect the foregoing or to evidence the foregoing or to evidence the release of any property or assets which are the subject of an Permitted Disposition.
Release and Discharge of Security. Each Lender hereby irrevocably authorizes the Agent to execute and deliver such releases and no-interest letters as may be required in connection with any disposition of assets by any Loan Party in respect of which the Agent has received an officer’s certificate of the Borrower certifying that such disposition is permitted hereunder, together with any other information from the Borrower reasonably required by the Agent, if any, to satisfy itself that any such disposition is permitted hereunder.
Release and Discharge of Security. The Borrower shall not be discharged from the Security or any part thereof except by a written release and discharge signed by the Agent with the prior written consent of all Lenders and all of the Swap Lenders. If all of the Loan Indebtedness and the Secured Swap Obligations have been repaid, paid, satisfied and discharged, as the case may be, in full and the Credit Facility has been fully cancelled, then the Security shall be released and discharged by the Agent and the Lenders. The Agent, at the cost and expense of the Borrower, shall from time to time do, execute and deliver, or cause to be done, executed and delivered, all such agreements, instruments, certificates, financing statements, notices and other documents and all acts, matters and things as may be reasonably requested by the Borrower to give effect to, establish, evidence or record the foregoing release and discharge.
Release and Discharge of Security. (1) The Borrowers and the Guarantors shall not be discharged from the Security or any part thereof, other than to the extent that such Security applies to a Permitted Disposition or a sale permitted under Section 10.2(d) (in which case the Security shall cease to apply to the subject matter thereof for the benefit of the Agent and the Lenders) except by a written release and discharge signed by the Agent. If all of the Secured Obligations have been repaid, paid, satisfied and discharged, as the case may be, in full and the Credit Facilities have been fully cancelled, then the Agent shall cause it and the Lenders’ interest in the Security to be released and discharged. The Lenders hereby authorize the Agent, upon request of the Canadian Borrower or any Material Subsidiary, to, without further authorization from the Lenders, sign any and all releases, letters of no interest, or other documents or interests releasing the Security as it applies to a Permitted Disposition and any other disposition permitted by Section 10.2(d).
(2) The Lenders hereby authorize the Agent, upon the written request of the Canadian Borrower or any Material Subsidiary, to subordinate the Security Interests created by the Security with respect to any property or assets subject to a Permitted Encumbrance described in subparagraph (q) of the definition thereof or release such Security Interests from any property or assets subject to a Permitted Encumbrance described in subparagraph (q) of the definition thereof; provided that, notwithstanding the foregoing, but subject to Section 11.7(1), no Security Interests created by the Security shall be subordinated or released by the Agent on, to or with respect to any P&NG Rights or P&NG Leases.
Release and Discharge of Security. Subject to the terms of the Collateral Agency and Intercreditor Agreement, the Borrower and the other Obligors and the Pledgors shall not be discharged from the Security Documents or any part thereof, other than to the extent that such security constituted by the Security Documents applies to a Permitted Disposition (in which case the Liens subject to such Security Documents shall, without further action, cease to apply to the subject matter thereof for the benefit of the Agent and the Lenders) except by a written release and discharge signed by the Collateral Agent with the prior written consent of all of the Lenders. If all of the Lender Secured Obligations have been repaid, paid, satisfied and discharged, as the case may be, in full and the Credit Facilities has been fully cancelled, then the Agent shall cause its, the Lenders’ and the Swap Lenders’ interest in the Security Documents to be released in accordance with the Collateral Agency and Intercreditor Agreement, at the expense of the Principal Borrower.
Release and Discharge of Security. The Borrower and its Subsidiaries shall not be discharged from the Security or any part thereof, other than to the extent that such Security applies to a Permitted Disposition (in which case the Security shall cease to apply to the subject matter thereof) except by a written release and discharge signed by the Lender. If all of the Obligations and Lender Financial Instrument Obligations have been unconditionally and indefeasibly repaid, paid, satisfied and discharged, as the case may be, in full and the Credit Facilities have been fully cancelled, then the Lender shall release and discharge the Security, all at the expense of the Borrower.
Release and Discharge of Security. (a) Subject to the terms of the Intercreditor Agreement, the Company and its Subsidiaries shall not be discharged from the Security or any part thereof, other than to the extent that such Security applies to an Asset Disposition permitted pursuant to Section 10.7 of the Note Purchase Agreement (in which case the Security shall, without further action, cease to apply to the subject matter thereof for the benefit of the Holders), except by a written release and discharge signed by the Collateral Agent with the prior written consent of all of the Holders. If the Notes have been repaid, satisfied and discharged in full, then the Holders’ interest in the Security shall be automatically deemed to be released in accordance with the Intercreditor Agreement, at the expense of the Company.
(b) The Holders hereby authorize the Collateral Agent, upon the written request of the Company, to:
(i) take such steps as may be required under the Intercreditor Agreement to release the security interests created by the Security from any property or assets in relation to a Permitted Disposition or to postpone the Security to any Permitted Lien; and
(ii) execute and deliver such releases, discharges, no-interest letters, agreements or other instruments as may be necessary or reasonably requested by the Company to effect the foregoing or to evidence the foregoing or to evidence the release of any property or assets which are the subject of an Asset Disposition permitted pursuant to Section 10.7 of the Note Purchase Agreement.
Release and Discharge of Security. The Borrower and its Subsidiaries shall not be discharged from the Security or any part thereof, other than to the extent that such Security applies to a Permitted Disposition (in which case the Security shall cease to apply to the subject matter thereof for the benefit of the Agent and the Lenders) except by a written release and discharge signed by the Agent with the prior written consent of the Lenders. If all of the Obligations have been unconditionally and indefeasibly repaid, paid, satisfied and discharged, as the case may be, in full and the Credit Facility has been fully cancelled, then the Agent shall cause it and the Lenders’ interest in the Security to be released and discharged at the expense of the Borrower.
Release and Discharge of Security. The Lenders agree to:
(a) release and discharge the Mortgages and other Security Documents over m.v.s “NAVIOS FELICITY”, “NAVIOS ALEGRIA”, “NAVIOS GALAXY I”, “NAVIOS GEMINI S” and “NAVIOS LIBRA II”; and
Release and Discharge of Security. The Lenders agree to release the Relevant Cash Amount (as defined in Clause 4.2) on condition that:
4.1.1 the Agent, or its authorised representative, has received the documents and evidence specified in Clause 4.3 in form and substance satisfactory to the Agent;
4.1.2 the representations and warranties contained in clause 5 are then true and correct as if each was made with respect to the facts and circumstances existing at such time and the same being unaffected by the release of the Relevant Cash Amount; and
4.1.3 no Default has occurred and being continuing and there is no Default which would result from the release of the Relevant Cash Amount.
