Common use of Release of Collateral or Guarantors Clause in Contracts

Release of Collateral or Guarantors. Each Secured Party hereby consents to the release and hereby directs the Administrative Agent and Collateral Agent, as applicable, to release (or, in the case of clause (b)(ii) below, release or subordinate) the following: (i) any Subsidiary of Borrower from its guaranty of any Obligation if all of the Capital Stock of such Subsidiary owned by any Credit Party is sold or transferred in a transaction permitted under the Credit Documents (including pursuant to a waiver or consent), to the extent that, after giving effect to such transaction, such Subsidiary would not be required to guaranty any Obligations pursuant to Section 5.10; and (ii) any Lien held by Collateral Agent for the benefit of the Secured Parties against (x) any Collateral that is sold, transferred, conveyed or otherwise disposed of by a Credit Party in a transaction permitted by the Credit Documents (including pursuant to a valid waiver or consent), to the extent all Liens required to be granted in such Collateral pursuant to Section 5.10, Section 5.11 or Section 5.13 after giving effect to such transaction have been granted, (y) any property or asset subject to a Lien permitted hereunder in reliance upon Section 6.2(m) and (z) all of the Collateral and all Credit Parties, upon (A) the occurrence of the Facility Termination Date and (B) to the extent requested by an Agent, receipt by such Agent and the Secured Parties of liability releases from the Credit Parties each in form and substance reasonably acceptable to the Administrative Agent.

Appears in 2 contracts

Samples: Credit and Guaranty Agreement (Waitr Holdings Inc.), Credit and Guaranty Agreement (Waitr Holdings Inc.)

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Release of Collateral or Guarantors. Each Secured Party hereby consents to the release and hereby directs the Administrative Agent and Collateral Agent, as applicable, to release (or, in the case of clause (b)(iiii) belowof Section 9.09(b), release or subordinate) the following: (ia) any Subsidiary of Borrower from its guaranty of any Obligation if all of the Capital Stock and Stock Equivalents of such Subsidiary owned by any Credit Party is are sold or transferred in a transaction permitted under the Credit Loan Documents (including pursuant to a waiver or consent), to the extent that, after giving effect to such transaction, such Subsidiary would not be required to guaranty any Obligations pursuant to Section 5.10; and (iib) any Lien held by Collateral Agent for the benefit of the Secured Parties against (xi) any Collateral that is sold, transferred, conveyed or otherwise disposed of by a Credit Party in a transaction permitted by the Credit Loan Documents (including pursuant to a valid waiver or consent), to the extent all Liens required to be granted in such Collateral pursuant to Section 5.10, Section 5.11 or Section 5.13 after giving effect to such transaction have been granted, (yii) any property or asset Property subject to a Lien permitted hereunder in reliance upon Section 6.2(m6.01(h) or (i) and (ziii) all of the Collateral and all Credit Parties, upon (A) the occurrence of the Facility Termination Date Final Satisfaction. Each Lender and (B) to the extent requested by an L/C Issuer hereby directs Agent, and Agent hereby agrees, upon receipt by of at least five Business Days’ advance notice from Borrower Representative, to execute and deliver or file such Agent documents and to perform other actions reasonably necessary to release the Secured Parties of liability releases from the Credit Parties each guaranties and Liens when and as directed in form and substance reasonably acceptable to the Administrative Agentthis Section.

Appears in 2 contracts

Samples: Credit Agreement (Jakks Pacific Inc), Credit Agreement (Jakks Pacific Inc)

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Release of Collateral or Guarantors. Each Secured Party Lender and L/C Issuer hereby consents to the release and hereby directs the Administrative Agent and Collateral Agent, as applicable, to release (or, in the case of clause (b)(ii) below, release or subordinate) the following: (ia) any Subsidiary of the Borrower from its guaranty of any Obligation if all of the Capital Stock and Stock Equivalents of such Subsidiary owned by any Credit Party is are sold or transferred in a transaction permitted under the Credit Loan Documents (including pursuant to a waiver or consent), to the extent that, after giving effect to such transaction, such Subsidiary would not be required to guaranty any Obligations pursuant to Section 5.10; and (iib) any Lien held by Collateral Agent for the benefit of the Secured Parties against (xi) any Collateral that is sold, transferred, conveyed or otherwise disposed of by a Credit Party in a transaction permitted by the Credit Loan Documents (including pursuant to a valid waiver or consent), to the extent all Liens required to be granted in such Collateral pursuant to Section 5.10, Section 5.11 or Section 5.13 after giving effect to such transaction have been granted, (yii) any property or asset Property subject to a Lien permitted hereunder in reliance upon Section 6.2(m5.1(h) or 5.1(i) and (ziii) all of the Collateral and all Credit Parties, upon (A) the occurrence of the Facility Termination Date Date. Each Lender and (B) to the extent requested by an L/C Issuer hereby directs Agent, and Agent hereby agrees, upon receipt by such Agent and the Secured Parties of liability releases at least five (5) Business Days’ advance notice from the Credit Parties each Borrower, to execute and deliver or file such documents and to perform other actions reasonably necessary to release the guaranties and Liens when and as directed in form and substance reasonably acceptable to the Administrative Agentthis Section 7.10.

Appears in 2 contracts

Samples: Credit Agreement (Constellium N.V.), Credit Agreement (Constellium N.V.)

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