Common use of Release and Discharge of Security Clause in Contracts

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. (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 a Permitted Disposition.

Release and Discharge of Security. (1a) The Borrower Subject to the release of Security by the Administrative Agent for Permitted Dispositions and its Material Subsidiaries shall not be discharged from those dispositions allowed by Section 11.2 or in accordance with Section 12.7(b), the Security or any part thereofthereof will not be discharged, other than to the extent that such Security applies to a Permitted Disposition to a person other than the Borrower released 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), postponed except by a written release and discharge signed by the AgentAdministrative Agent with the prior written consent of all of the Lenders and any and all former Lenders and Hedging Affiliates referred to in the proviso in Section 12.9(a) ("Former Lender Counterparties"). If all of the Obligations and Cash Management Hedging Obligations to the Lenders and Hedging Affiliates (including any Former Lender Counterparties) have been indefeasibly repaid, paid, satisfied and discharged, as the case may be, in full full, the Borrower has provided written notification to the Administrative Agent that there are no outstanding Hedging Obligations owing to any Lenders or Hedging Affiliates (including any Former Lender Counterparties) and the Credit Facilities have Facility has been fully cancelled and all of the Lender Financial Instrument Obligations have been satisfied or the Borrower or its Subsidiariescancelled, as applicablethen, have provided alternative credit support subject 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 entitiesSection 12.9, as applicable, then the Agent shall cause it and the Lenders’ interest in the Security to will be released and discharged by the Administrative Agent, the Lenders and any Former Lender Counterparties. (b) If the Borrower has obtained an Acceptable Credit Rating then, provided no Default, Event of Default or Borrowing Base Shortfall is then continuing, the security interests created pursuant to the Security will be released and discharged by the Administrative Agent and the Lenders upon written request by the Borrower delivered to the Administrative Agent. Notwithstanding the foregoing, in the event that any change in credit rating results in the Borrower no longer having an Acceptable Credit Rating, the Borrower shall provide immediate written notice of such change to the Administrative Agent and all such Security will immediately be reinstated in favour of the Administrative Agent and the Lenders. (c) The Administrative Agent, at the cost and expense of the Borrower. (2) The Lenders hereby authorize the Agent, upon the written request of the Borrowerwill from time to time do, to: (a) take execute and deliver, or cause to be done, executed and delivered, all such steps agreements, instruments, certificates, financing statements, notices and other documents and all acts, matters and things 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 give effect to, establish, evidence or record the foregoing or to evidence the foregoing or to evidence the release of any property or assets which are the subject of an Permitted Dispositionreleases and discharges.

Release and Discharge of Security. (1a) The Subject to the terms of the Collateral Agency and Intercreditor Agreement, 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 AgentCollateral Agent with the prior written consent of all of the Lenders. If all of the Obligations and Cash Management Lender Obligations have been repaid, paid, satisfied and discharged, as the case may be, in full and the Credit Facilities have Facility has 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 applicablecancelled, then the Agent shall cause it its, the Lenders' and the Lenders’ Hedging Affiliates' interest in the Security to be released in accordance with the Collateral Agency and discharged Intercreditor Agreement, at the expense of the Borrower. (2b) The Lenders hereby authorize the Agent, upon the written request of the Borrower, to: (ai) without further authorization from the Lenders, take such steps as may be required under the Collateral Agency and Intercreditor Agreement or as may be requested by the Collateral Agent to release the Security Interests created by the Security from any property or assets in relation to a Disposition permitted pursuant to Section 9.2(d); (b8.2(e) take such steps as may be required or to release and discharge (or evidence such release and discharge) postpone the Security provided by a Subsidiary that ceases to be a Material Subsidiary in a transaction not prohibited by this Agreement any Permitted Encumbrance under subparagraphs (o), (y) and (z) of the other Documentsdefinition thereof of the definition thereof; and (cii) 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. (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 permitted under Section 14.3(g) (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 AgentAgent with the prior written consent of all of the Lenders. If all of the Obligations, Bank Product Obligations and Cash Management Hedging 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 applicablecancelled, 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 . Each Lender hereby authorize irrevocably authorizes the AgentAgent to, upon the written request of the Borrower, to: (aA) take execute and deliver such steps releases and no-interest letters as may be required to release Security Interests created in connection with any Disposition by the Security from any property one or assets in relation to a Disposition permitted more Loan Parties (or as otherwise may be required pursuant to Section 9.2(d);4.9) and, in each case, in respect of which the Agent has received an officer's certificate of the Borrower certifying that such Disposition or other transaction 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 or other transaction is permitted hereunder; and (bB) 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 within subparagraphs (a) and (b), inclusive, of the definition thereof or a former Designated Material Subsidiary that has been re- designated in accordance with Section 14.1(m) to no longer be 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 DispositionMaterial Subsidiary.

Release and Discharge of Security. (1a) The Subject to the terms of the Collateral Agency and Intercreditor Agreement, the Borrower and its Material Subsidiaries the other Obligors 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 to a person other than the Borrower or a Material Subsidiary (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 AgentCollateral Agent with the prior written consent of all of the Lenders. If all of the Obligations and Cash Management Lender Secured Obligations have been repaid, paid, satisfied and discharged, as the case may be, in full and the Credit Facilities have Facility has 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 applicablecancelled, then the Agent shall cause it its, the Lenders’ and the Swap Lenders’ interest in the Security Documents to be released in accordance with the Collateral Agency and discharged Intercreditor Agreement, at the expense of the Borrower. (2b) The Lenders hereby authorize the Agent, upon the written request of the Borrower, to: (a) , without further authorization from the Lenders, take such steps as may be required under the Collateral Agency and Intercreditor Agreement or as may be requested by the Collateral Agent to release Security Interests the Liens created by the Security Documents from any property or assets in relation to a Permitted Disposition permitted pursuant or to Section 9.2(d); (b) take such steps as may be required to release and discharge (or evidence such release and discharge) postpone the Liens constituted by the Security provided by a Subsidiary that ceases Documents to be a Material Subsidiary in a transaction not prohibited by this Agreement and any Permitted Lien under subparagraph (h), (t) or (x) of 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 Dispositiondefinition thereof.