Common use of Release of Guarantors from Guarantee Clause in Contracts

Release of Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, any Guarantee incurred by a Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) in the case of a Subsidiary Guarantor, (A) automatically upon (1) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Company, of all of the Company’s direct or indirect limited liability company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (2) the merger of such Subsidiary Guarantor into the Company or any other Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (B) following delivery of a written notice of such release or discharge by the Company to the Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees, and (ii) in the case of the Parent Guarantor, automatically upon the merger of the Parent Guarantor into the Company or any other Guarantor or the liquidation and dissolution of the Parent Guarantor (in each case to the extent not prohibited by this Indenture).

Release of Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 14.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, any Guarantee incurred by a Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) in the case of a Subsidiary Guarantor, (A) automatically upon (1) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Company, of all of the Company’s 's direct or indirect limited liability company Company or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (2) the merger of such Subsidiary Guarantor into the Company or any other Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (B) following delivery of a written notice of such release or discharge by the Company to the Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees, and (ii) in the case of the Parent Guarantor, automatically upon the merger of the Parent Guarantor into the Company or any other Guarantor or the liquidation and dissolution of the Parent Guarantor (in each case to the extent not prohibited by this Indenture).

Release of Guarantors from Guarantee. (a1) Notwithstanding any other provisions of this Indenture, the Guarantee of any Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) Article VIII and in this Section 14.0410.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, any Guarantee incurred by a Guarantor pursuant to this Article XIV X shall be unconditionally released and discharged (i) in the case of a Subsidiary Guarantor, (A) automatically upon (1A) any sale, exchange exchange, transfer or transferother disposition, whether by way of merger merger, consolidation or otherwise, to any Person that is not an Affiliate the Company or a Subsidiary of the Company, of all of the Company’s direct or indirect limited liability company or other equity interests in such Guarantor and such Guarantor no longer qualifies as a Subsidiary Guarantor of the Company as a result of such disposition (provided such sale, exchange or transfer is not prohibited by this Indenture) or (2B) the merger of such Subsidiary Guarantor into the Company or any other Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture) or (Bii) following delivery of a written notice of such release or discharge by the Company to the Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees, and . (ii2) in the case The Trustee shall deliver an appropriate instrument evidencing any release of a Guarantor from its Guarantee upon receipt of a written request of the Parent GuarantorCompany accompanied by an Officers’ Certificate and an Opinion of Counsel to the effect that the Guarantor is entitled to such release in accordance with the provisions of this Indenture. If the Guarantor is not so released, automatically upon it shall remain liable for the merger full amount of principal of (and premium, if any, on) and interest on the Parent Securities entitled to the benefits of such Guarantee as provided in this Indenture, subject to the limitations of Section 10.03. (3) At such time as such Guarantor into does not Guarantee any Debt of the Company or any other Guarantor under a debt facility (other than the Notes) with banks, institutional lenders or the liquidation and dissolution of the Parent Guarantor (in each case to the extent not prohibited by this Indenture)investors.

Release of Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b11.2(b) and in this Section 14.0414.4 or in the terms of any particular series of Debt Securities. Provided that no Default shall have occurred and shall be continuing under this Indenture, any the Guarantee incurred by a Guarantor pursuant to this Article XIV shall be unconditionally released and discharged (i) in the case of a Subsidiary Guarantor, (A) automatically upon (1A) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Company, of all of the Company’s direct or indirect limited liability company partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or ); (2B) the merger of such Subsidiary Guarantor into the Company or any other Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture); (C) dissolution of such Guarantor; (D) such Guarantor otherwise ceasing to be our Subsidiary; (E) in the case of the Parent Guarantor’s Guarantee only, the Company ceases for any reason to be a Subsidiary; or (BF) upon satisfaction and discharge or defeasance of this indenture in accordance with Section 11.2 or (ii) following delivery of a written notice of such release or discharge by the Company to the Trustee, upon the release or discharge of all guarantees by such Subsidiary Guarantor of any Debt of the Company other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or release by or as a result of payment under such guarantees, and (ii) in the case of the Parent Guarantor, automatically upon the merger of the Parent Guarantor into the Company or any other Guarantor or the liquidation and dissolution of the Parent Guarantor (in each case to the extent not prohibited by this Indenture).