RELEASE AND REASSIGNMENT. Immediately after the Assignor has finally paid and satisfied to the Thai Lenders and the Trustees and the Debenture Trustee in full the Obligations, the Collateral Agent shall, at the request and cost of the Assignor, promptly reassign, without warranty, to the Assignor the rights, title and interest assigned to it under this Agreement or such part of it as then remains assigned in favour of the Thai Lenders, the Trustees and the Debenture Trustee and/or release the encumbrances created pursuant hereto, provided that any release, settlement, discharge or termination of this Agreement and/or any such reassignment shall, unless otherwise agreed in writing by the Collateral Agent in accordance with Section 17 of the Security Sharing Agreement be upon the express condition that such release, settlement, discharge, termination and/or reassignment shall become void and of no effect and Clause 5.3 shall apply if any security or payment on the faith of which such release, settlement, discharge, termination and/or reassignment is given or made shall at any time thereafter be nullified or subject to an order or judgement described in Clause 5.3.
RELEASE AND REASSIGNMENT. (a) Any receivables assigned under any Swiss Collateral Document and not foreclosed pursuant to the terms of the applicable Swiss Collateral Document shall be released by the Agent from the respective assignment and reassigned by the Agent to the respective Assignor (as defined in the respective Swiss Collateral Document) at the sole cost, expense and risk of the Loan Parties, if and when (i) all Secured Obligations (as defined in the respective Swiss Collateral Document) have been paid in full or (ii) such release is otherwise expressly required under the Facility Agreement.
(b) The Agent will not make, and shall not be deemed to have made, any representation or warranty, whether express or implied, with respect to the receivables that will be reassigned under this Section 5, except a representation that such receivables are free, and clear, on such date, of the Lien of the Agent securing the Obligations, which representation shall be made without recourse to the Agent or any Secured Party.
RELEASE AND REASSIGNMENT. APC shall release and reassign all of its specific rights in the Policy transferred by this Assignment upon payment of the amounts required in the Agreement, without unreasonable delay.
RELEASE AND REASSIGNMENT. The Security Agent irrevocably and unconditionally releases and discharges all Security Interests created by the Chargor under the Security Assignment.
RELEASE AND REASSIGNMENT. 11.1 The Security constituted by this Agreement and the effect of this Agreement shall be released, re-assigned and cancelled (to the extent applicable):
11.1.1 by the Collateral Agent (acting on the instructions of the Applicable Representative) at the request and cost of the Assignor, upon the Obligations being irrevocably paid or discharged in full and none of the Secured Parties being under any further actual or contingent obligation to make advances or provide other financial accommodation to the Assignor or any other person under any of the Loan Documents; or
11.1.2 in accordance with, and to the extent required by, the Intercreditor Arrangements (to the extent it is possible to give effect to such arrangements under Thai law).
11.2 The Collateral Agent shall promptly return to the Assignor any surplus arising from enforcement of its rights regarding the Security following full and final discharge of the Obligations, including principal, contractual and penalty interests, commissions, charges and costs in accordance with the terms of the Intercreditor Arrangements.
RELEASE AND REASSIGNMENT. Subject to paragraph (e) of Clause 7 (Provisions relating to Transaction Security) and provided that, at the time of the request, no Enforcement Event has occurred, promptly after the Discharge Date, the Collateral Agent shall, at the request and cost of the Parent:
(a) release and reassign to the relevant Chargor its rights, title and interest in and to the Security Assets; and
(b) execute such notices and directions to any persons as the relevant Chargor may reasonably require in order to give effect to that release and reassignment, in each case, without recourse to or any representation or warranty by any Secured Party or any other person.
RELEASE AND REASSIGNMENT nation and/or reassignment is given or made shall at any time thereafter be nullified or subject to an order or judgment described in Clause 5.3.
RELEASE AND REASSIGNMENT. (a) The Intercompany Receivables or, in case of enforcement of some but not all the Intercompany Receivables, the remainder thereof, shall be released by the Collateral Agent from the Assignment and reassigned by the Collateral Agent to the Assignor at the cost and risk of the Assignor, if and when (i) all Secured Obligations have been irrevocably paid and discharged in full and no further Secured Obligations are capable of arising in accordance with the terms of the Finance Documents, (ii) any other event occurs requiring a release of the Intercompany Receivables or (iii) as permitted by the Finance Documents.
(b) The Collateral Agent will not make, and shall not be deemed to have made, any representation or warranty, whether express or implied, with respect to the Intercompany Receivables that will be reassigned under this Clause 9, except that at the date of such reassignment of the Intercompany Receivables, such Intercompany Receivables are free and clear of any and all liens, charges and encumbrances arising from the Collateral Agent’s acts.
RELEASE AND REASSIGNMENT. 24.1 Subject always to the provisions of Clause 28, as soon as reasonable practicable after the discharge of the Obligations (including provision for such contingent liabilities as may reasonable be foreseen by the Lender in such manner and of such amounts as may be determined in writing by the lender in its absolute discretion), but subject to the rights of any other person which have arisen as a result of the exercise by the Lender of any of its powers hereunder and the rights of any third party, the Lender shall at the request and at the cost and expense of the Borrower take all steps that may be necessary to reassign, discharge and release the Undertaking to the Borrower or as it may direct.
24.2 Any reassignment, discharge and/or release of any of the Undertaking shall be in such form as the Lender shall approve and shall be made at the cost and expense of the Borrower.
RELEASE AND REASSIGNMENT. Immediately after the Company and the Issuers have finally paid and satisfied to a Secured Creditor in full any of the Secured Indebtedness, the Collateral Agent shall, at the cost of the Company, release and reassign to the remaining Secured Creditors and the Secured Creditors' Representatives, the Collateral so released, unless all Secured Indebtedness under the terms of this Agreement have been fully discharged, in which event the Collateral Agent shall, at the request and cost of the Company, promptly release and reassign, without warranty, to the Company the rights, title and interest assigned to it under this Agreement or such part of it as then remains assigned in favor of the respective Secured Creditor and/or release the related encumbrances created pursuant hereto, provided that any release, settlement, discharge or termination of this Agreement and/or any such reassignment shall, unless otherwise agreed in writing by the Thai Lenders or the Trustees as the case may be, be made upo the express condition that such release, settlement, discharge, termination and/or reassignment shall become void and of no effect if any security or payment on the faith of which such release, settlement, discharge, termination and/or reassignment is given or made shall at any time thereafter be nullified or subject to an order or judgment. Prior to executing any release or reassignment pursuant to this Section, the Collateral Agent shall receive a certificate from the applicable Secured Creditor stating that all Secured Indebtedness owing to such Secured Creditor has been paid in full. Any release and reassignment delivered pursuant to this Section shall be prepared by the Company. To the extent that any Collateral is sold or otherwise transferred and such sale or other transfer does not constitute a default or event of default under the Bank Credit Facility, the Indentures, the Security Documents, the Notes or the Debentures, such Collateral shall be sold or otherwise transferred free and clear of the lien of the Security Documents and the Collateral Agent shall be and hereby is authorized to take any actions deemed appropriate in order to effect the foregoing.
