Common use of Release of Guarantees and Liens Clause in Contracts

Release of Guarantees and Liens. (a) Notwithstanding anything to the contrary contained herein or in any other Credit Document, each of the Administrative Agent and the Collateral Agent is hereby irrevocably authorized by each Bank (without requirement of notice to or consent of any Bank) to take any action requested by the Borrower (including the giving of directions to the Collateral Agent) having the effect of releasing any Collateral or Guarantee obligations (i) to the extent necessary to permit consummation of any transaction, including any sale-leaseback transaction, CMO Transaction, or receivables securitization not prohibited by any Credit Document or that has been consented to in accordance with Section 10.07 or (ii) to the extent such Collateral constitutes (A) any accounts receivable and other contract rights to payment payable by non-U.S. Persons organized in China, India or Saudi Arabia to the Borrower or any Domestic Subsidiary or (B) inventory of the Borrower or any Domestic Subsidiary physically located outside of the United States, so long as, in the case of each of the foregoing clauses (A) and (B), such assets shall be used to secure Indebtedness of the Borrower or any Subsidiary not prohibited by any Credit Document. (b) Neither this Agreement, any other Credit Document nor any provision hereof or thereof may be waived, amended or modified so as to release any material Collateral or Guarantee of the Subsidiary Guarantors pursuant to the Guarantee and Collateral Agreement (except as provided therein or in paragraph (a) of this Section 10.13), without the prior written consent of each Bank.

Appears in 2 contracts

Samples: Letter of Credit Issuance and Reimbursement Agreement (Lucent Technologies Inc), External Sharing Debt Agreement (Lucent Technologies Inc)

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