Release and Substitution of Collateral. (a) Subject to subsections (b) and (c) of this Section 10.3, (i) in the event that any Collateral is sold, transferred or otherwise disposed of in an Asset Disposition (including the application of Insurance Proceeds) or any other transaction permitted by this Indenture, such Collateral shall, concurrently with the disposition of such Collateral automatically be released from the Lien of the relevant Security Documents and (ii) the Company and its Subsidiaries may (but shall not be required to) from time to time substitute property or securities released from the Lien of the Security Documents in connection with the sale, transfer or other disposition thereof for other property or securities to be subjected to the Lien of the Security Documents, in each case in accordance with the provisions of the Security Documents and as provided hereby.
(b) Except as otherwise provided for in the Intercreditor Agreements, at any time when an Event of Default shall have occurred and be continuing and the maturity of the Notes shall have been accelerated (whether by declaration or otherwise) and such acceleration shall not have been rescinded or annulled, no release of Collateral pursuant to the provisions of this Indenture or of the Security Documents shall be effective as against the Holders of the securities without the consent of the Collateral Agent. The Trustee shall promptly notify the Collateral Agent of any rescission or annulment, pursuant to Section 6.4 hereof, of an acceleration of the Notes.
(c) The release of any Collateral from the terms of the Security Documents will not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to the Security Documents. At all time after qualification of this Indenture under the TIA, to the extent applicable, the Company shall cause TIA Section 314(d) relating to the release of property or securities from the Lien of the Security Documents and relating to the substitution therefor of any property or securities to be subjected to the Lien of the Security Documents to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by Officers of the Company, except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasona...
Release and Substitution of Collateral. (a) Assignor may obtain the release from MLMCI of the security interest in and lien on all or any part of the Collateral at any time, and from time to time, by paying to MLMCI as a repayment the amount of the Loan outstanding with respect to such Collateral to be so released; provided, however, that the date of any such repayment must be acceptable to MLMCI. Any release of the security interest in and lien on all or any part of the Collateral as a result of a repayment or a substitution pursuant to this Section shall be evidenced by the execution and delivery by MLMCI of appropriate documentation to evidence such release.
(b) MLMCI shall allow Assignor, in Assignor's sole discretion, to provide collateral acceptable to MLMCI, in MLMCI's sole reasonable discretion, to be substituted for existing Collateral of equal market value ("Substitute Collateral"). All certificates or instruments representing such Substitute Collateral shall be accompanied by duly executed instruments of transfer or assignments in blank, all in form and substance reasonably satisfactory to MLMCI.
Release and Substitution of Collateral. The Collateral and the After Acquired Collateral shall not be released from the Security Interests created hereunder and no Assets shall be substituted for any of the Collateral except in accordance with the provisions of Article V of the Purchase Agreement, which provisions are hereby incorporated herein by reference.
Release and Substitution of Collateral. So long as no Event of Default shall have occurred and be continuing, upon the request of the Securing Party, at the Securing Party's expense, the Collateral Agent shall execute and deliver to the Securing Party such instruments as the Securing Party shall reasonably request to release the security interest of the Collateral Agent in any Collateral pledged by the Securing Party upon the delivery to the Collateral Agent of substitute collateral of (a) equivalent value to the unpaid amount of the Secured Obligations if in the form of a letter of credit of a bank or financial institution having a combined capital and surplus of not less than $500,000,000, direct obligations of the United States government or any agency thereof or obligations guaranteed by the United States government or an agency thereof or other readily marketable financial instrument of substantially equivalent creditworthiness or (b) 150% of the value of the unpaid amount of the Secured Obligations if in any other form, in which event such substitution may be made only upon the consent of the Secured Parties, which consent will not unreasonably be withheld . Any substitute collateral delivered pursuant to this Section 4.12 shall be deemed to be Collateral for all purposes of this Agreement.
Release and Substitution of Collateral. Unless and until there shall -------------------------------------- have occurred an Event of Default or Potential Default under the Credit Agreement or Purchase Agreement, and provided that Collateral of comparable and equal value is substituted by Debtor, upon the written request of Debtor, Collateral may be released from the lien of Secured Party (or, if requested by Debtor, Secured Party may execute and deliver to the Debtor a release, which may be complete or partial, of its interest in said Collateral) and said Collateral thereafter shall not be further subject to the restrictions of this Security Agreement. Any release by Secured Party shall be without representation or warranty by, and without recourse to, Secured Party.
Release and Substitution of Collateral. Collateral shall be released or substituted in accordance with the Intercreditor Agreement.
Release and Substitution of Collateral. Unless and until there shall have occurred an Event of Default or Potential Default under this Agreement, upon the written request of Company, Mortgage Loans may in Lender’s absolute discretion be reassigned and returned to Company by Lender (or, if requested by Company, Lender shall execute and deliver to the Company a release, which may be complete or partial, of its interest in said Mortgage Loans) following receipt by Lender of such written request, and said Mortgage Loans shall not be further subject to the restrictions of this Agreement, after the pledge, assignment and delivery to Lender by Company of Eligible Collateral acceptable to Lender in its sole discretion, in substitution for the Mortgage Loan requested to be released. Any such substituted Eligible Collateral shall be accompanied by the documents and information required for and shall meet all other requirements of Eligible Collateral. Any reassignment or release by Lender shall be without representation or warranty by, and without recourse to, Lender.
Release and Substitution of Collateral. The Pledged Collateral shall not be released from the security interest created hereunder and no property shall be substituted for any of the Pledged Collateral except in accordance with the provisions of this Section 4 and Section 14 of this Pledge Agreement. Upon either (a) a redemption of Subordinated Notes in accordance with their terms or (b) the acceptance by the Company of a Remaining Excess Cash Purchase Offer in accordance with Section 4.15 of the Indenture, the Trustee shall deliver to the Authority, in the case of clause (a), that principal amount of Subordinated Notes identified in the notice of redemption and, in the case of clause (b), that principal amount of Subordinated Notes certified by the Company to the Trustee as those Subordinated Notes required to be tendered under the Indenture. At the time of such delivery, this Pledge Agreement shall no longer constitute a lien on or grant any security interest in the Subordinated Notes tendered, provided that the proceeds are deposited in the Account (as defined in the Cash Collateral and Disbursement Agreement of even date herewith between the Company, the Trustee and the disbursement agent identified therein (the "Cash Collateral Account")). In the event that the Subordinated Notes held by the Trustee are in denominations larger that the principal amount of Subordinated Notes to be redeemed or purchased, the Trustee may tender such Subordinated Notes provided that the new Subordinated Notes issued with respect to the principal amount of Subordinated Notes not redeemed or purchased are returned to the Trustee to be held as Pledged Collateral.
Release and Substitution of Collateral. (a) The Bank agrees that subject to the execution and delivery of the Williamsburg Security Documents as hereinafter described, the Bank shall release all of its liens, rights and security interest in and to the Winchester Property under or pursuant to the Winchester Security Documents by executing and delivering to Borrower one or more instruments of release and satisfaction, in form reasonably acceptable to Borrower and suitable for filing in the real property records of Lake County, Ohio (the "Winchester Releases"). The Winchester Releases may be filed for record (at no expense to the Bank) upon the completion of the transactions described in this Amendment.
(b) Concurrently with the execution and delivery of this Amendment, and for the purpose of inducing the Bank to release the Winchester Security Documents as described above and to continue to provide the loans and other financial accommodations to Borrower contemplated by the Third Restatement, Williamsburg shall execute a mortgage (the "Williamsburg Mortgage") substantially similar to the form attached hereto as Exhibit D and made a part hereof by this reference; Borrower shall cause the Williamsburg Mortgage to be delivered to the Bank by filing such instrument (at no cost to the Bank) in the real property records of Cuyahoga County, Ohio.
(c) Borrower and the Bank acknowledge that from and after the completion of the actions set forth in the two preceding paragraphs: (i) the Winchester Property shall no longer be a "Mortgaged Property" under the Third Restatement; (ii) the Williamsburg Property shall be a "Mortgaged Property" for all purposes relevant to the Third Restatement; and (iii) the Williamsburg Mortgage shall be a "Mortgage" for all purposes relevant to the Third Restatement.
(d) Williamsburg warrants and represents to the Bank that: (i) Williamsburg is duly formed, validly existing and in good standing as a corporation under the laws of the State of Delaware, and is duly qualified and in good standing as a foreign corporation in Ohio; (ii) Williamsburg has the requisite power and authority to execute and deliver this Amendment and the Williamsburg Mortgage and to perform its obligations hereunder and thereunder; (iii) Williamsburg is familiar with and has approved the terms of the Third Restatement and the other Loan Documents; and (iv) Williamsburg has received or shall receive reasonably equivalent value in consideration of its execution and delivery of this Amendment and the Williams...
Release and Substitution of Collateral. Borrower may obtain the release from Lender of the security interest in and lien on all or any part of the Collateral either: (i) by paying to Lender as a repayment in accordance with Section 3.4 on the Advance Maturity Date the amount of the Advance outstanding with respect to such Collateral to be so released, or (ii) from time to time by substituting new Collateral of an equal or greater Collateral Value for existing Collateral pursuant to this Section 5.2. Any such release of the security interest in and lien on all or any part of the Collateral shall be evidenced by the execution and delivery by Lender of appropriate documentation to evidence such release, including without limitation Borrower's current form of Repayment and Receipt attached as Exhibit I to the Custodial Agreement.
