Common use of Release of Guaranties and Collateral Clause in Contracts

Release of Guaranties and Collateral. Notwithstanding anything to the contrary contained in this Agreement, and without limitation of Section 11.21, each Secured Party that is a party hereto hereby agrees that: (a) upon the Facility Termination Date, (i) any Lien on any Collateral (including Cash Collateral, except to the extent intended to remain in place with respect to Letters of Credit by agreement between the Company and the applicable L/C Issuer) shall be released and (ii) each Guarantor shall be released from its obligations under the applicable Guaranty, but only to the extent provided therein and, in any case, in accordance with the terms thereof; (b) any Lien on any asset constituting Collateral shall be released in the event that such asset is Disposed of as part of or in connection with any Disposition permitted hereunder or under any other Loan Document; and (c) any Guarantor shall be released from its obligations under the applicable Guaranty if such Person ceases to be a Subsidiary as a result of a transaction or designation permitted hereunder, and any Lien on any asset of, or Equity Interests issued by, such Guarantor constituting Collateral shall be released as well. In connection with the foregoing, and subject to Section 9.10 (including the right of the Administrative Agent to obtain confirmation thereof from the Required Lenders), the Administrative Agent shall, at the Company’s sole expense and at the Company’s request, (x) promptly execute and file in the appropriate location and deliver to the Company such termination and full or partial release statements or confirmations thereof, as applicable, and (y) do such other things as are reasonably necessary to release the Liens and Guarantees to be released pursuant hereto promptly upon the effectiveness of any such release.

Release of Guaranties and Collateral. Notwithstanding anything to the contrary contained in this Agreement, and without limitation of Section 11.21, each Secured Party that is a party hereto hereby agrees that: : (a) upon the Facility Termination Date, (i) any Lien on any Collateral (including Cash Collateral, except to the extent intended to remain in place with respect to Letters of Credit by agreement between the Company and the applicable L/C Issuer) shall be released and (ii) each Guarantor shall be released from its obligations under the applicable Guaranty, but only to the extent provided therein and, in any case, in accordance with the terms thereof; ; (b) any Lien on any asset constituting Collateral shall be released in the event that such asset is Disposed of as part of or in connection with any Disposition permitted hereunder or under any other Loan Document; and and (c) any Guarantor shall be released from its obligations under the applicable Guaranty if such Person ceases to be a Subsidiary as a result of a transaction or designation permitted hereunder, and any Lien on any asset of, or Equity Interests issued by, such Guarantor constituting Collateral shall be released as well. In connection with the foregoing, and subject to Section 9.10 (including the right of the Administrative Agent to obtain confirmation thereof from the Required Lenders), the Administrative Agent shall, at the Company’s sole expense and at the Company’s request, (x) promptly execute and file in the appropriate location and deliver to the Company such termination and full or partial release statements or confirmations thereof, as applicable, and (y) do such other things as are reasonably necessary to release the Liens and Guarantees to be released pursuant hereto promptly upon the effectiveness of any such release.Agent

Release of Guaranties and Collateral. (a) Notwithstanding anything to the contrary contained herein or in this Agreementany other Financing Document, and the Collateral Agent is hereby irrevocably authorized by each Lender (without limitation requirement of notice to or consent of any Lender except as expressly required by Section 11.21, each Secured 11.05) to take any action requested by any Credit Party that is a party hereto hereby agrees that: (a) upon having the Facility Termination Date, effect of releasing any Collateral or guarantee obligations (i) upon any Lien on any Collateral and all of the assets transferred in an Investment permitted by Sections 7.06(c) or 7.06(d), (including Cash Collateral, except ii) to the extent necessary to permit consummation of any transaction permitted by any Financing Document or that has been consented to in accordance with Section 11.05 or (iii) under the circumstances described in paragraph (b) below. (b) At such time as the Loans, Reimbursement Obligations and all other Obligations under the Financing Documents (other than contingent obligations which are intended to remain survive the termination thereof and which are not then due and payable and demanded) shall have been paid in place with respect to full in cash, the Commitments have been terminated and no Letters of Credit by agreement between the Company and the applicable L/C Issuer) shall be released and (ii) each Guarantor outstanding, all Property subject to the Collateral Documents shall be released from its the Liens created by the Collateral Documents, and the Collateral Documents and all obligations (other than those expressly stated to survive such termination) of the Collateral Agent and each Credit Party under the applicable GuarantyCollateral Documents shall terminate, but only all without delivery of any instrument or performance of any act by any Person. Nevertheless, the Collateral Agent shall, if so requested by any Credit Party at or after such termination, execute, deliver and (if necessary) acknowledge such termination statements or releases as may be necessary or reasonably appropriate to the extent provided therein andconfirm, assure or give notice of such termination and take such actions as may be necessary to redeliver or release all such Property within its control, in any case, in accordance with each case at the terms thereof; (b) any Lien on any asset constituting Collateral shall be released in expense of the event that such asset is Disposed of as part of or in connection with any Disposition permitted hereunder or under any other Loan Document; andBorrower. (c) any Guarantor shall be released from its obligations If and to the extent the Collateral Agent, for the benefit of the holders of Obligations under the applicable Guaranty if such Person ceases Financing Documents, holds or is required by any provision in any Financing Document to be granted a Lien upon any Excluded Asset, then, notwithstanding any such provision, upon the transfer of such Excluded Asset to a Monetization Subsidiary, the Collateral Agent shall no longer have, and from and after such time hereby forever disclaims and releases, any Lien upon such Excluded Asset. (d) If and to the extent the Collateral Agent, for the benefit of the holders of Obligations under the Financing Documents, holds or is required by any provision in any Financing Document to be granted a Lien upon any Equity Interest of any Monetization Subsidiary, then notwithstanding any such provision, the Collateral Agent shall not be entitled (whether before or after the occurrence of any Event of Default), unless all consents and rating confirmations required under the agreements governing or relating to any Monetization Transaction in effect through or relating to such Monetization Subsidiary have first been obtained, to (i) transfer and register such Capital Stock in the name of the Collateral Agent or any other secured party or its designee or nominee, (ii) foreclose such security interest regardless of the bankruptcy or insolvency of any Credit Party or any other Person, (iii) exercise any voting rights granted or appurtenant to such Capital Stock, (iv) enforce any right that the holder of such Capital Stock might otherwise have to liquidate, consolidate, combine, collapse or disregard the entity status of such Monetization Subsidiary, or (v) exercise or enforce any other right or remedy whatsoever that otherwise might be granted or held (by law or contract, including the Financing Documents) by a secured party holding a security interest in such Capital Stock, except only the rights (A) to perfect such security interest in any manner permitted by law, (B) to retain such security interest and maintain possession of any security certificates representing such Capital Stock until such security interest is released as set forth in this Section 11.08 and (C) to assert and enforce, in any bankruptcy case or insolvency proceeding, the right to have the obligations of the Borrower and any Credit Party to the Secured Parties allowed in such case or proceeding as a result secured claim to the extent of a transaction or designation permitted hereunder, the value of all of the collateral security for such obligations of the Borrower and any Lien on any asset ofCredit Party, or Equity Interests issued by, including such Guarantor constituting Collateral shall be released as well. In connection with the foregoing, and subject to Section 9.10 (including the right of the Administrative Agent to obtain confirmation thereof from the Required Lenders), the Administrative Agent shall, at the Company’s sole expense and at the Company’s request, (x) promptly execute and file in the appropriate location and deliver to the Company such termination and full or partial release statements or confirmations thereof, as applicable, and (y) do such other things as are reasonably necessary to release the Liens and Guarantees to be released pursuant hereto promptly upon the effectiveness of any such releaseCapital Stock.

Release of Guaranties and Collateral. Notwithstanding anything to the contrary contained in this Agreement, and without limitation of Section 11.21, each Secured Party that is a party hereto hereby agrees that: (a) upon termination of the Facility Termination DateAggregate Commitments and payment in full of all Obligations (other than contingent indemnification obligations as to which no claim has been asserted) and the expiration or termination of all Letters of Credit (other than any Letter of Credit the Outstanding Amount of which has been Cash Collateralized or back-stopped by a letter of credit or other credit support in form and substance reasonably satisfactory to the Administrative Agent and the applicable L/C Issuer), (i) any Lien on any Collateral (including Cash Collateral, except to the extent intended to remain in place with respect to Letters of Credit by agreement between the Company and the applicable L/C Issuer) shall be released and (ii) each Guarantor shall be released from its obligations under the applicable Guaranty, but only to the extent provided therein and, in any case, in accordance with the terms thereof; (b) any Lien on any asset constituting Collateral shall be released in the event that such asset is Disposed of as part of or in connection with any Disposition permitted hereunder or under any other Loan Document; and (c) any Guarantor shall be released from its obligations under the applicable Guaranty if such Person ceases to be a Subsidiary as a result of a transaction or designation permitted hereunder, and any Lien on any asset of, or Equity Interests issued by, such Guarantor constituting Collateral shall be released as well. In connection with the foregoing, and subject to Section 9.10 (including the right of the Administrative Agent to obtain confirmation thereof from the Required Lenders), the Administrative Agent shall, at the Company’s sole expense and at the Company’s request, (x) promptly execute and file in the appropriate location and deliver to the Company such termination and full or partial release statements or confirmations thereof, as applicable, and (y) do such other things as are reasonably necessary to release the Liens and Guarantees to be released pursuant hereto promptly upon the effectiveness of any such release.