Common use of Release and Reinstatement of Collateral Clause in Contracts

Release and Reinstatement of Collateral. (a) Notwithstanding anything to the contrary contained in this Agreement or any other Loan Document, if at any time (including after a Collateral Reinstatement Event shall have occurred) a Collateral Release Event shall have occurred and be continuing, the Borrower shall have the right to require that the Liens and other security interests created under the Security Documents shall no longer secure the Guaranteed Obligations, and that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement. Upon delivery to the Administrative Agent, the Collateral Agent and the Collateral Trustee of an Officer’s Certificate certifying to the occurrence of the Collateral Release Event and directing the Collateral Agent and the Collateral Trustee to release the Collateral securing the Guaranteed Obligations (the date of delivery of such Officer’s Certificate, the “Collateral Release Date”), all Liens and other security interests created under the Security Documents shall automatically cease to secure the Guaranteed Obligations and all covenants contained in this Agreement or any other Loan Document related to the grant or perfection of Liens on the Collateral to secure the Guaranteed Obligations shall be deemed to be of no force or effect. On and after the Collateral Release Date, the Collateral Agent shall, and shall direct the Collateral Trustee to, execute and deliver all such instruments, releases, financing statement amendments, Mortgage amendments or other agreements, and take all such further actions, at the request and expense of the Borrower, as shall be necessary to effectuate the foregoing and ensure that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement and, each of the Lenders hereby irrevocably authorizes and directs the Administrative Agent, the Collateral Agent and the Collateral Trustee to execute and deliver each such instrument, release, financing statement amendment, Mortgage amendment or other agreement. Each Lender hereby authorizes the Administrative Agent, the Collateral Agent and the Collateral Trustee to enter into such amendments to the Collateral Trust Agreement and the other Security Documents as the Collateral Trustee, the Administrative Agent and the Collateral Agent reasonably deem necessary or advisable to effect the release of Liens and security interests securing the Guaranteed Obligations during a Collateral Release Period as contemplated in this Section 9.25. 184

Appears in 1 contract

Samples: Credit Agreement (NRG Energy, Inc.)

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Release and Reinstatement of Collateral. (a) Notwithstanding anything to the contrary contained in this Agreement or any other Loan Document, if at any time (including after a Collateral Reinstatement Event shall have previously occurred) a Collateral Release Event shall have occurred and be continuing, then all Collateral (other than (i) the Borrower shall have Collateral subject to the right Dart Security Agreement, the Dart IP Security Agreement and any related Security Documents entered into by Dart as the sole Loan Party party thereto (collectively, the “Dart Security Documents”) and (ii) any cash collateral with respect to require that the Liens Letters of Credit) and other security interests created under the Security Documents shall no longer secure (other than (i) the Guaranteed Obligations, and that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Dart Security Agreement. Upon delivery to the Administrative Agent, the Collateral Agent Dart IP Security Agreement and the Collateral Trustee of an Officer’s Certificate certifying to the occurrence of the Collateral Release Event and directing the Collateral Agent and the Collateral Trustee to release the Collateral securing the Guaranteed Obligations (the date of delivery of such Officer’s Certificate, the “Collateral Release Date”), all Liens and other security interests created under the any Dart Security Documents shall automatically cease and (ii) any Security Documents entered into in connection with cash collateral with respect to secure the Guaranteed Obligations and all covenants contained in this Agreement or any other Loan Document related to the grant or perfection Letters of Liens on the Collateral to secure the Guaranteed Obligations Credit) shall be deemed to be of no force or effectreleased automatically and terminated without any further action. On and after In connection with the Collateral Release Date, the Collateral Agent shall, and shall direct the Collateral Trustee to, execute and deliver all such instruments, releases, financing statement amendments, Mortgage amendments or other agreements, and take all such further actions, at the request and expense of the Borrower, as shall be necessary to effectuate the foregoing and ensure that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement and, each of the Lenders hereby irrevocably authorizes and directs the Administrative Agent, the Collateral Agent and the Collateral Trustee to execute and deliver each such instrument, release, financing statement amendment, Mortgage amendment or other agreement. Each Lender hereby authorizes the Administrative Agent, the Collateral Agent and the Collateral Trustee to enter into such amendments to the Collateral Trust Agreement and the other Security Documents as the Collateral Trusteeforegoing, the Administrative Agent shall, at the Parent Borrower’s sole expense and at Parent Borrower’s reasonable request, promptly (i) return to the Parent Borrower all certificates and instruments evidencing applicable pledged Collateral, (ii) execute and file in the appropriate location and deliver to the Parent Borrower such termination and full or partial release statements or confirmation thereof, as applicable, and (iii) do such other things as are reasonably necessary to release the Liens to be released pursuant hereto promptly upon the effectiveness of any such release. (b) Notwithstanding clause (a) above, if a Collateral Reinstatement Event shall have occurred, all Collateral and Security Documents shall, at the Parent Borrower’s sole cost and expense, be automatically reinstated and all actions reasonably necessary, or reasonably requested by the Administrative Agent to provide to the Administrative Agent for the benefit of the Secured Parties valid, perfected, first priority security interests (other than those security interests permitted pursuant to this Agreement or the Security Documents) in the Collateral Agent reasonably deem necessary (including, without limitation, the delivery of documentation and taking of actions of the type described in Sections 5.15 and 5.16) shall be taken within thirty (30) days (or advisable such longer period as agreed to effect by the release of Liens and security interests securing the Guaranteed Obligations during a Administrative Agent) after such Collateral Release Period as contemplated in this Section 9.25Reinstatement Event. 184SECTION 5.18

Appears in 1 contract

Samples: Credit Agreement Credit Agreement (Tupperware Brands Corp)

Release and Reinstatement of Collateral. (a) Notwithstanding anything to the contrary contained in this Agreement or any other Loan Document, if at any time (including after a Collateral Reinstatement Event shall have occurred) a Collateral Release Event shall have occurred and be continuing, the Borrower shall have the right to require that the Liens and other security interests created under the Security Documents shall no longer secure the Guaranteed Obligations, and that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement. Upon delivery to the Administrative Agent, the Collateral Agent and the Collateral Trustee of an Officer’s Certificate certifying to the occurrence of the Collateral Release Event and directing the Collateral Agent and the Collateral Trustee to release the Collateral securing the Guaranteed Obligations (the date of delivery of such Officer’s Certificate, the “Collateral Release Date”), all Liens and other security interests created under the Security Documents shall automatically cease to secure the Guaranteed Obligations and all covenants contained in this Agreement or any other Loan Document related to the grant or perfection of Liens on the Collateral to secure the Guaranteed Obligations shall be deemed to be of no force or effect. On and after the Collateral Release Date, the Collateral Agent shall, and shall direct the Collateral Trustee to, execute and deliver all such instruments, releases, financing statement amendments, Mortgage amendments or other agreements, and take all such further actions, at the request and expense of the Borrower, as shall be necessary to effectuate the foregoing and ensure that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement and, each of the Lenders hereby irrevocably authorizes and directs the Administrative Agent, the Collateral Agent and the Collateral Trustee to execute and deliver each such instrument, release, financing statement amendment, Mortgage amendment or other agreement. Each Lender hereby authorizes the Administrative Agent, the Collateral Agent and the Collateral Trustee to enter into such amendments to the Collateral Trust Agreement and the other Security Documents as the Collateral Trustee, the Administrative Agent and the Collateral Agent reasonably deem necessary or advisable to effect the release of Liens and security interests securing the Guaranteed Obligations during a Collateral Release Period as contemplated in this Section 9.25. 184.

Appears in 1 contract

Samples: Credit Agreement (NRG Energy, Inc.)

Release and Reinstatement of Collateral. (a) Notwithstanding anything to the contrary contained in this Agreement or any other Loan Document, if at any time (including after a Collateral Reinstatement Event shall have occurred) a Collateral Release Event shall have occurred and be continuing, the Borrower shall have the right to require that the Liens and other security interests created under the Security Documents shall no longer secure the Guaranteed Obligations, and that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement. Upon delivery to the Administrative Agent, the Collateral Agent and the Collateral Trustee of an Officer’s Officers’ Certificate certifying to the occurrence of the Collateral Release Event and directing the Collateral Agent and the Collateral Trustee to release the Collateral securing the Guaranteed Obligations (the date of delivery of such Officer’s Officers’ Certificate, the “Collateral Release Date”), all Liens and other security interests created under the Security Documents shall automatically cease to secure the Guaranteed Obligations and all covenants contained in this Agreement or any other Loan Document related to the grant or perfection of Liens on the Collateral to secure the Guaranteed Obligations shall be deemed to be of no force or effect. On and after the Collateral Release Date, the Collateral Agent shall, and shall direct the Collateral Trustee to, execute and deliver all such instruments, releases, financing statement amendments, Mortgage amendments or other agreements, and take all such further actions, at the request and expense of the Borrower, as shall be necessary to effectuate the foregoing and ensure that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement and, each of the Lenders hereby 171 irrevocably authorizes and directs the Administrative Agent, the Collateral Agent and the Collateral Trustee to execute and deliver each such instrument, release, financing statement amendment, Mortgage amendment or other agreement. Each Lender hereby authorizes the Administrative Agent, the Collateral Agent and the Collateral Trustee to enter into such amendments to the Collateral Trust Agreement and the other Security Documents as the Collateral Trustee, the Administrative Agent and the Collateral Agent reasonably deem necessary or advisable to effect the release of Liens and security interests securing the Guaranteed Obligations during a Collateral Release Period as contemplated in this Section 9.25. 184.

Appears in 1 contract

Samples: Credit Agreement (NRG Energy, Inc.)

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Release and Reinstatement of Collateral. (a) Notwithstanding anything to the contrary contained in this Agreement or any other Loan Document, if at any time (including after a Collateral Reinstatement Event shall have occurred) a Collateral Release Event shall have occurred and be continuing, the Borrower shall have the right to require that the Liens and other security interests created under the Security Documents shall no longer secure the Guaranteed Obligations, and that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement. Upon delivery to the Administrative Agent, the Collateral Agent and the Collateral Trustee of an Officer’s Officers’ Certificate certifying to the occurrence of the Collateral Release Event and directing the Collateral Agent and the Collateral Trustee to release the Collateral securing the Guaranteed Obligations (the date of delivery of such Officer’s Officers’ Certificate, the “Collateral Release Date”), all Liens and other security interests created under the Security Documents shall automatically cease to secure the Guaranteed Obligations and all covenants contained in this Agreement or any other Loan Document related to the grant or perfection of Liens on the Collateral to secure the Guaranteed Obligations shall be deemed to be of no force or effect. On and after the Collateral Release Date, the Collateral Agent shall, and shall direct the Collateral Trustee to, execute and deliver all such instruments, releases, financing statement amendments, Mortgage amendments or other agreements, and take all such further actions, at the request and expense of the Borrower, as shall be necessary to effectuate the foregoing and ensure that the Guaranteed Obligations shall no longer constitute Priority Lien Obligations under the Collateral Trust Agreement and, each of the Lenders hereby irrevocably authorizes and directs the Administrative Agent, the Collateral Agent and the Collateral Trustee to execute and deliver each such instrument, release, financing statement amendment, Mortgage amendment or other agreement. Each Lender hereby authorizes the Administrative Agent, the Collateral Agent and the Collateral Trustee to enter into such amendments to the Collateral Trust Agreement and the other Security Documents as the Collateral Trustee, the Administrative Agent and the Collateral Agent reasonably deem necessary or advisable to effect the release of Liens and security interests securing the Guaranteed Obligations during a Collateral Release Period as contemplated in this Section 9.25. 184.

Appears in 1 contract

Samples: Fourth Amendment (NRG Energy, Inc.)

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