Release Documentation Clause Samples

Release Documentation. Upon compliance with the conditions to release of all or any portion of the Collateral set forth in Section 11.02, the Collateral Agent and the Trustee shall forthwith take all necessary action (at the written request of and the expense of the Company, accompanied by an Officers’ Certificate and Opinion of Counsel that the conditions precedent to such release have been satisfied) to release and re-convey to the applicable Collateral Grantor the applicable portion of the Collateral that is authorized to be released pursuant to Section 11.02, and shall deliver such Collateral in its possession to the applicable Collateral Grantor, including, without limitation, executing and delivering releases and satisfactions wherever required.

Release Documentation. Upon compliance with the conditions to release of all or any portion of the Collateral set forth in Section 12.05, and subject to the terms and conditions of the Collateral Trust Agreement, the Collateral Trustee and the Trustee shall forthwith take all necessary action (at the written request of and the expense of the Company, accompanied by an Officer’s Certificate and Opinion of Counsel to the effect that the conditions precedent to such release have been satisfied) to release and re-convey to the Company or any other Grantor, as the case may be, the applicable portion of the Collateral that is authorized to be released pursuant to Section 12.05, and shall deliver such Collateral in its possession to the Company or any other Grantor, as the case may be, including, without limitation, executing and delivering releases and satisfactions wherever required.

Release Documentation. Upon compliance with the conditions to release of all or any portion of the Collateral set forth in Section 11.02, the Collateral Agent and the Trustee shall forthwith take all necessary action (at the request of and the expense of the Company, accompanied by an Officer’s Certificate and Opinion of Counsel that the conditions precedent to such release have been satisfied) to release and re-convey to the applicable Collateral Grantor or the Company the applicable portion of the Collateral that is authorized to be released pursuant to Section 11.02, and shall deliver such Collateral in its possession, if any, to the applicable Collateral Grantor or the Company, including, without limitation, executing and delivering releases and satisfactions wherever required. Neither the Trustee nor the Collateral Agent shall be liable for any such release undertaken in reliance upon any such Officer’s Certificate or Opinion of Counsel, and the Trustee and the Collateral Agent shall not be under any obligation to release any such Lien and security interest, or execute and deliver any such instrument of release, satisfaction or termination, unless and until it receives such Officer’s Certificate and Opinion of Counsel.

Release Documentation. The Batch/Lot Release Document Package will include a Certificate of Analysis and a Certificate of Compliance. A CoA will be provided and will include the name of the PRODUCTS, batch number, date of manufacture, and analytical specifications. The CoA will list the Release tests performed by Fresenius laboratories and actual test results.

Release Documentation. In connection with any termination or release pursuant to this Article 9, the Administrative Agent shall execute and deliver to any Grantor, at such Grantor’s expense, all documents that such Grantor shall reasonably request to evidence such termination or release so long as the applicable Grantor shall have provided the Administrative Agent such certifications or documents as the Administrative Agent shall reasonably request in order to demonstrate compliance with the relevant provisions of this Article 9. Any execution and delivery of documents by the Administrative Agent pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.

Release Documentation. Subject to compliance with the conditions to release of all or any portion of the Collateral set forth in Section 12.06(a) or (b), and subject to the terms and conditions of the Collateral Agency Agreement, upon request of the Company, the Collateral Trustee will execute (with such acknowledgements and/or notarizations as are required) and deliver written evidence of such release (and any related Collateral in its possession or control) to the Company; provided, however, to the extent the Company requests the Collateral Trustee to deliver written evidence of the release of Collateral (or any such Collateral in its possession or control) in accordance with this Section 12.07, the Company will deliver to the Collateral Trustee (i) an Officers’ Certificate to the effect that such release of Collateral pursuant to the provisions described in this paragraph does not violate the terms of any Senior Secured Lien Document and (ii) an Opinion of Counsel to the Company stating that all conditions precedent to such release of Collateral have been satisfied or will be satisfied substantially concurrently with the delivery of such Opinion of Counsel.

Release Documentation. On or prior to the Closing Date, Remainco shall provide to Merger Partner guarantee and lien release documentation as may be necessary or advisable to release the members of the Spinco Group as borrowers or guarantors, as applicable, under any existing indebtedness for borrowed money of Remainco and its Subsidiaries and the release and termination of any and all Encumbrances granted in connection with such indebtedness, on the Spinco Assets, in each case, in form and substance reasonably satisfactory to Merger Partner (collectively, the “Lien and Guarantee Release”); provided that Remainco shall provide drafts of such Lien and Guarantee Release documentation at least ten (10) Business Days prior to the Closing Date.

Release Documentation. Prior to the Closing, Seller shall deliver or cause to be delivered to Purchaser at least two (2) Business Days prior to the Closing Date evidence (a) from the administrative agent under the ChampionX Credit Agreement that the Company has been released or will be released in full upon the Closing from any obligations relating to the Indebtedness under the ChampionX Credit Agreement, (b) that the Company has been released or will be released in full upon Closing from any obligations related to the Indebtedness under the Master Receivables Purchase Agreement, Account for Payable Services Agreement and (c) that the Company has been released or will be released in full upon the Closing from all Liens on the Acquired Interests and the assets of the Company securing the Indebtedness under the ChampionX Credit Agreement or the Master Receivables Purchase Agreement; provided that, for the avoidance of doubt, in each case, such evidence shall be provided in writing and shall include lien terminations and termination statements relating to such Indebtedness that, where necessary, shall have been or shall, substantially contemporaneously with Closing, be recorded with the appropriate Governmental Entity (such documentation, the “Release Documentation”).

Release Documentation. Lender shall, upon the written request and at the expense of Borrowers, upon payment in full of all principal, interest, Yield Maintenance Premiums and all other amounts then due and payable under the Loan Documents, execute and deliver documents, prepared by Borrower or Borrower's counsel and in form and substance reasonably satisfactory to Lender, to release the Lien of the Mortgage from the applicable Individual Property.