Common use of Release of Collateral Upon Release Event Clause in Contracts

Release of Collateral Upon Release Event. The Junior Agent shall at any time in connection with a Release Event with respect to any Senior Collateral: (i) upon the request of the Senior Agent with respect to the Senior Collateral subject to such Release Event (which request will generally describe the Senior Collateral to be sold, and, if known to the Senior Agent, specify the proposed terms of the sale and the type and amount of consideration expected to be received in connection therewith, unless such information has already been forwarded to the Junior Agent by the applicable Obligor), release or otherwise terminate its Liens on such Senior Collateral, to the extent such Senior Collateral is to be sold or otherwise disposed of either by (A) the Senior Agent or its agents or representatives, or (B) any Obligor with the consent or at the direction of the Senior Creditors; (ii) be deemed to have consented (along with the other Junior Creditors) under the Junior Documents to such Release Event free and clear of the Junior Agent’s Liens (and waived the provisions of the Junior Documents to the extent necessary to permit such transaction); provided, that, the Junior Creditors shall, subject to the provisions of Section 4 of this Agreement, retain their rights with respect to the proceeds of such Senior Collateral and (iii) the Junior Agent shall deliver such Release Documents and take such further actions as the Senior Agent may reasonably require in connection therewith; provided, that, no such release and/or authorization documents shall be required to be delivered (1) to any Obligor or (2) more than two (2) Business Days prior to the date of the closing of such Release Event; provided, further, if the closing of the sale or disposition of the Senior Collateral subject to such Release Event is not consummated, the Senior Agent shall promptly return all Release Documents to the Junior Agent.

Appears in 4 contracts

Samples: Term Loan and Security Agreement (Boot Barn Holdings, Inc.), Revolving Credit and Security Agreement (Boot Barn Holdings, Inc.), Term Loan and Security Agreement (Boot Barn Holdings, Inc.)

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Release of Collateral Upon Release Event. The Junior Agent shall Lender shall, at any time in connection with a Release Event with respect to any Senior Collateral: (i) upon the request of the Senior Agent Lender with respect to the Senior Collateral subject to such Release Event (which request will generally describe the Senior Collateral to be sold, and, if known to the Senior Agent, specify the principal proposed terms of the sale and the type and amount of consideration expected to be received in connection therewith, unless such information has already been forwarded to the Junior Agent by the applicable Obligor), release or otherwise terminate its Liens on such Senior Collateral, to the extent the Disposition of such Senior Collateral is to be sold or otherwise disposed of either by (A) the Senior Agent Lender or its agents or representatives, representatives or (B) any Obligor with the consent or at the direction of the Senior Creditors; Lender in accordance with the definition of Enforcement Action and (ii) be deemed to have consented (along with the other Junior Creditors) under the Junior Documents to such Release Event free and clear of the Junior Agent’s Liens (and waived the provisions of the Junior Documents to the extent necessary to permit such transaction); provided, that, the Junior Creditors shall, subject to the provisions of Section 4 of this Agreement, retain their rights with respect to the proceeds of such Senior Collateral and (iii) the Junior Agent shall deliver such Release Documents and take such further actions as the Senior Agent Lender may reasonably require in connection therewith; provided, provided that, (A) such release by the Junior Lender shall not extend to or otherwise affect any of the rights of the Junior Lender to the proceeds from any such Disposition of Collateral, (B) the Senior Lender shall promptly apply such proceeds to pay the Senior Obligations until the same have been Paid in Full (together with a concurrent reduction of the Maximum Senior Principal Amount by the amount of such payment), (C) such release or termination shall occur concurrently with the release or termination of the Senior Lender's security interest in the Collateral subject to such Release Event and (D) no such release and/or authorization documents shall be required to be delivered (1x) to the Borrower or any other Obligor or (2y) more than two (2) 2 Business Days prior to the date of the closing of the Disposition of such Release Event; providedCollateral, furtherprovided further that, if the closing of the sale or disposition Disposition of the Senior Collateral subject to such Release Event is not consummatedconsummated within 30 days of the proposed date of closing or any agreement governing such Disposition is terminated, the Senior Agent Lender shall promptly promptly, upon the Junior Lender's request, return all Release Documents to the Junior AgentLender.

Appears in 1 contract

Samples: Intercreditor Agreement (Hooper Holmes Inc)

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