Common use of Release of Certain Guarantors Clause in Contracts

Release of Certain Guarantors. (i) The Borrower may request in writing that the Administrative Agent release a Guarantor from the Guaranty if (A) such Guarantor is no longer a Material Subsidiary or becomes an Excluded Subsidiary, (B) no Event of Default shall then be in existence or would occur as a result of such release and (C) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct on and as of the date of such request and after giving effect to such release with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. Together with any such request, the Borrower shall deliver to the Administrative Agent a certificate signed by the chief financial officer of the Parent certifying that the conditions set forth in immediately preceding clauses (A), (B) and (C) will be true and correct upon the release of such Guarantor. No later than ten (10) Business Days (or such shorter period as may be agreed to in writing by the Administrative Agent in its sole discretion) following the Administrative Agent’s receipt of such written request and the related certificate, and so long as the conditions set forth in immediately preceding clauses (A), (B) and (C) will be true and correct, the release shall be effective and Administrative Agent shall execute and deliver, at the sole cost and expense of the Borrower, such documents as the Borrower may reasonably request to evidence such release. Notwithstanding the foregoing, PR Woodland Anchor-S, LLC shall be automatically released from the Guaranty effective upon the closing of the Woodland Mall Secured Loan Modification without any further action.

Release of Certain Guarantors. (i) The Borrower may request in writing that the Administrative Agent release a Guarantor from the Guaranty if (Ai) such Guarantor is no longer not, or immediately upon its release will not be, required to be a Material Subsidiary party to the Guaranty under the immediately preceding subsection (a) because of events or becomes an Excluded Subsidiarytransactions not otherwise prohibited under any of the Loan Documents, (Bii) no Event of Default shall then be in existence or would occur as a result of such release and (Ciii) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct on and as of the date of such request and after giving effect to such release with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. Together with any such request, the Borrower shall deliver to the Administrative Agent a certificate signed by the chief financial officer of the Parent certifying that the conditions set forth in immediately preceding clauses (Ai), (Bii) and (Ciii) will be true and correct upon the release of such Guarantor. No later than ten (10) 10 Business Days (or such shorter period as may be agreed to in writing by the Administrative Agent in its sole discretion) following the Administrative Agent’s receipt of such written request and the related certificate, and so long as the conditions set forth in immediately preceding clauses (Ai), (Bii) and (Ciii) will be true and correct, the release shall be effective and Administrative Agent shall execute and deliver, at the sole cost and expense of the Borrower, such documents as the Borrower may reasonably request to evidence such release. Notwithstanding For the foregoingavoidance of doubt, PR Woodland Anchor-S, LLC this subsection (d) shall be automatically released from also apply to any request by the Guaranty effective upon Borrower to release any Guarantor on or about the closing of the Woodland Mall Secured Loan Modification without any further actionGuarantor Requirement Change Date.

Release of Certain Guarantors. (i) The Borrower may request in writing that the Administrative Agent release a Guarantor from the Guaranty if (A) such Guarantor is no longer a Material Subsidiary or becomes an Excluded Subsidiary, (B) no Event of Default shall then be in existence or would occur as a result of such release and (C) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct on and as of the date of such request and after giving effect to such release with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. Together with any such request, the Borrower shall deliver to the Administrative Agent a certificate signed by the chief financial officer of the Parent certifying that the conditions set forth in immediately preceding clauses (A), (B) and (C) will be true and correct upon the release of such Guarantor. No later than ten (10) Business Days (or such shorter period as may be agreed to in writing by the Administrative Agent in its sole discretion) following the Administrative Agent’s receipt of such written request and the related certificate, and so long as the conditions set forth in immediately preceding clauses (A), (B) and (C) will be true and correct, the release shall be effective and Administrative Agent shall execute and deliver, at the sole cost and expense of the Borrower, such documents as the Borrower may reasonably request to evidence such release. Notwithstanding the foregoing, PR Woodland Anchor-S, LLC shall be automatically released from the Guaranty effective upon the closing of the Woodland Mall Secured Loan Modification without any further action.,

Release of Certain Guarantors. (i) The Borrower may request in writing that the Administrative Agent release a Guarantor from the Guaranty if (Ai) such Guarantor is no longer Guarantor, upon its release as a Material Guarantor, will become an Excluded Subsidiary or becomes an Excluded will cease to be a Subsidiary, and (Bii) no Default or Event of Default shall then be in existence or would occur as a result of such release and (C) the representations and warranties made or deemed made by the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct on and as of the date of such request and after giving effect to such release with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documentsrelease. Together with any such request, the Borrower shall deliver to the Administrative Agent a certificate signed by the chief principal financial officer of the Parent Borrower certifying that the conditions set forth in immediately preceding clauses (A), (Bi) and (Cii) will be true and correct upon the release of such Guarantor. No later than ten (10) 10 Business Days (or such shorter period as may be agreed to in writing by the Administrative Agent in its sole discretion) following the Administrative Agent’s receipt of any such written request and the related certificate, and so long as the conditions set forth in immediately preceding clauses (A), (Bi) and (Cii) will be true and correct, the such release shall be effective and Administrative Agent shall execute and deliver, at the sole cost and expense of the Borrower, such documents as the Borrower may reasonably request to evidence such release. Notwithstanding In addition to the foregoing, PR Woodland Anchor-Sthe Borrower may at anytime request that the Agent release an Accommodation Guarantor from the applicable guaranty agreement. No later than 10 Business Days following the Agent’s receipt of any such written request to release an Accommodation Guarantor, LLC such release shall be automatically released from effective and Agent shall execute and deliver, at the Guaranty effective upon the closing sole cost and expense of the Woodland Mall Secured Loan Modification without any further actionBorrower, such documents as Borrower may reasonably request to evidence such release.

Release of Certain Guarantors. (i) The Borrower may request in writing that the Administrative Agent release release, and upon receipt of such request the Administrative Agent shall promptly release, a Guarantor (other than the Parent) from the Guaranty if so long as: (Ai) such Guarantor is no longer not otherwise required to be a Material Subsidiary or becomes an Excluded Subsidiary, party to the Guaranty under the immediately preceding subsection (Ba); (ii) no Default or Event of Default shall then be in existence or would occur as a result of such release and release, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9.1.; (Ciii) the representations and warranties made or deemed made by the Parent, the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of such request and after giving effect to such release with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances not prohibited permitted under the Loan Documents. Together with any such request, the Borrower shall deliver to ; and (iv) the Administrative Agent a certificate signed by the chief financial officer of the Parent certifying that the conditions set forth in immediately preceding clauses (A), (B) and (C) will be true and correct upon the release of shall have received such Guarantor. No later than ten (10) written request at least 10 Business Days (or such shorter period as may be agreed acceptable to in writing the Administrative Agent) prior to the requested date of release. Delivery by the Borrower to the Administrative Agent in its sole discretion) following of any such request shall constitute a representation by the Administrative Agent’s receipt of such written request and Borrower that the related certificate, and so long as the conditions matters set forth in immediately the preceding clauses sentence (A), (Bboth as of the date of the giving of such request and as of the date of the effectiveness of such request) and (C) will be are true and correctcorrect with respect to such request. For the avoidance of doubt, this subsection (d) shall also apply to any request by the Borrower to release shall be effective and any Guarantor on or about the Investment Grade Rating Date. The Administrative Agent shall execute agrees to furnish to the Borrower, promptly after the Borrower’s request and deliver, at the Borrower’s sole cost and expense of expense, any release, termination, or other agreement or document evidencing the foregoing release as may be reasonably requested by the Borrower, such documents as the Borrower may reasonably request to evidence such release. Notwithstanding the foregoing, PR Woodland Anchor-S, LLC shall be automatically released from the Guaranty effective upon the closing of the Woodland Mall Secured Loan Modification without any further action.

Release of Certain Guarantors. (i) The Borrower may request in writing that the Administrative Agent release release, and upon receipt of such request the Administrative Agent shall promptly release, a Guarantor (other than the Parent) from the Guaranty if so long as: (Ai) such Guarantor is no longer not otherwise required to be a Material Subsidiary or becomes an Excluded Subsidiary, party to the Guaranty under the immediately preceding subsection (Ba); (ii) no Default or Event of Default shall then be in existence or would occur as a result of such release and release, including without limitation, a Default or Event of Default resulting from a violation of any of the covenants contained in Section 9.1.; (Ciii) the representations and warranties made or deemed made by the Parent, the Borrower and each other Loan Party in the Loan Documents to which any of them is a party, shall be true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall be true and correct in all respects) on and as of the date of such request and after giving effect to such release with the same force and effect as if made on and as of such date except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (except in the case of a representation or warranty qualified by materiality, in which case such representation or warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances not prohibited permitted under the Loan Documents. Together with any such request, the Borrower shall deliver to ; and (iv) the Administrative Agent a certificate signed by the chief financial officer of the Parent certifying that the conditions set forth in immediately preceding clauses (A), (B) and (C) will be true and correct upon the release of shall have received such Guarantor. No later than ten (10) written request at least 10 Business Days (or such shorter period as may be agreed acceptable to in writing the Administrative Agent) prior to the requested date of release. Delivery by the Borrower to the Administrative Agent in its sole discretion) following of any such request shall constitute a representation by the Administrative Agent’s receipt of such written request and Borrower that the related certificate, and so long as the conditions matters set forth in immediately the preceding clauses sentence (A), (Bboth as of the date of the giving of such request and as of the date of the effectiveness of such request) and (C) will be are true and correct, the release shall be effective and correct with respect to such request. The Administrative Agent shall execute agrees to furnish to the Borrower, promptly after the Borrower’s request and deliver, at the Borrower’s sole cost and expense of expense, any release, termination, or other agreement or document evidencing the foregoing release as may be reasonably requested by the Borrower, such documents as the Borrower may reasonably request to evidence such release. Notwithstanding the foregoing, PR Woodland Anchor-S, LLC shall be automatically released from the Guaranty effective upon the closing of the Woodland Mall Secured Loan Modification without any further action.