Common use of Release of Guarantors Clause in Contracts

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Documents, (i) the Equity Interests of any Guarantor are directly or indirectly sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person or Persons, none of which is Borrower or a Restricted Subsidiary, or (ii) any Restricted Subsidiary is designated as or becomes an Unrestricted Subsidiary, Transferred Guarantor, upon the consummation of such sale or transfer, and such Person so designated or which becomes such an Unrestricted Subsidiary, shall be automatically released from its obligations under this Agreement (including under Section 13.03 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it pursuant to any Security Document, and the pledge of Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to Collateral Agent pursuant to the Security Documents shall be automatically released, and, so long as Borrower shall have provided the Agents such certifications or documents as any Agent shall reasonably request, Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 in accordance with the relevant provisions of the Security Documents and this Agreement.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) any portion of the Equity Interests or all or substantially all property of any Guarantor are directly or indirectly is sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person or Persons, none of which is Borrower or a Restricted SubsidiaryLoan Party, or (ii) if any Restricted Subsidiary is Guarantor shall be designated as or becomes an Unrestricted SubsidiarySubsidiary or otherwise not be required to remain a Guarantor hereunder, Transferred Guarantorthen such Guarantor shall, upon the consummation of such sale or transfer, and such Person so designated designation or which becomes such an Unrestricted Subsidiaryother circumstance, shall be automatically released from its obligations under this Agreement (including under Section 13.03 10.04 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it (and all security interests actually granted in such Collateral) pursuant to any Security DocumentCollateral Document and, and in the case of a sale of all or substantially all of the Equity Interests of such Guarantor, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Collateral Documents shall be automatically released, and, so long as the Borrower shall have provided the Agents such certifications or documents as any Agent shall reasonably request, the Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 in accordance with the relevant provisions of the Security Documents and this Agreementsentence.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) any portion of the Equity Interests or all or substantially all property of any Guarantor are directly or indirectly is sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person person or Personspersons, none of which is Borrower or a Restricted SubsidiaryLoan Party, or (ii) if any Restricted Subsidiary is Guarantor shall be designated as or becomes an Unrestricted SubsidiarySubsidiary or otherwise not be required to remain a Guarantor hereunder, Transferred Guarantorthen such Guarantor shall, upon the consummation of such sale or transfer, and such Person so designated designation or which becomes such an Unrestricted Subsidiaryother circumstance, shall be automatically released from its obligations under this Agreement (including under Section 13.03 10.04 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it (and all security interests actually granted in such Collateral) pursuant to any Security DocumentCollateral Document and, and in the case of a sale of all or substantially all of the Equity Interests of such Guarantor, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Collateral Documents shall be automatically released, and, so long as Borrower Parent shall have provided the Agents such certifications or documents as any Agent shall reasonably request, the Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 in accordance with the relevant provisions of the Security Documents and this Agreementsentence.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) all or substantially all of the Equity Interests of any Guarantor are directly or indirectly sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person person or Personspersons, none of which is Borrower or a Restricted Subsidiary, or (ii) any Restricted Subsidiary is designated as or becomes an Unrestricted Subsidiary, such Transferred GuarantorGuarantor shall, upon the consummation of such sale or transfer, and such Person so designated or which becomes such an Unrestricted Subsidiary, shall be automatically released from its obligations under this Agreement (including under Section 13.03 10.2 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it pursuant to any Security Document, Loan Document and the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to Collateral Agent pursuant to the Security Loan Documents shall be automatically released, and, so long as Borrower shall have provided the Agents Agent such certifications or documents as any Agent shall reasonably request, Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 11.9 in accordance with the relevant provisions of the Security Documents and Loan Documents, so long as Borrower shall have provided Agent such certifications or documents as Agent shall reasonably request in order to demonstrate compliance with this Agreement.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) all or substantially all of the Equity Interests of any Subsidiary Guarantor are directly or indirectly sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person or PersonsPersons (other than any Company), none of which is Borrower or a Restricted Subsidiarysuch Transferred Guarantor shall, or (ii) any Restricted Subsidiary is designated as or becomes an Unrestricted Subsidiary, Transferred Guarantor, effective immediately upon the consummation of such sale or transfer, and such Person so designated or which becomes such an Unrestricted Subsidiary, shall be automatically released from its obligations under this Agreement (including under Section 13.03 10.03 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it pursuant to any Security Document, Document and the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Documents Agreements shall be automatically released, and, so long as Borrower shall have provided the Agents such certifications or documents as any Agent shall reasonably request, the Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 7.09 in accordance with the relevant provisions of the Security Documents and Documents, so long as Borrower shall have provided the Agents such certifications or documents as any Agent shall reasonably request in order to demonstrate compliance with this Agreement.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) any portion of the Equity Interests or all or substantially all property of any Guarantor are directly or indirectly that is a Subsidiary of Parent is sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person person or Personspersons, none of which is Borrower or a Restricted SubsidiaryLoan Party, or (ii) if any Restricted Guarantor that is a Subsidiary is of Parent shall be designated as or becomes an Unrestricted SubsidiarySubsidiary or otherwise not be required to remain a Guarantor hereunder, Transferred Guarantorthen such Guarantor shall, upon the consummation of such sale or transfer, and such Person so designated designation or which becomes such an Unrestricted Subsidiaryother circumstance, shall be automatically released from its obligations under this Agreement (including under Section 13.03 10.04 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it (and all security interests actually granted in such Collateral) pursuant to any Security DocumentCollateral Document and, and in the case of a sale of all or substantially all of the Equity Interests of such Guarantor or its designation as an Unrestricted Subsidiary, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Collateral Documents shall be automatically released, and, so long as Borrower Parent shall have provided the Agents such certifications or documents as any Agent shall reasonably request, the Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 in accordance with sentence (including the relevant provisions execution, as applicable, and delivery of the Security Documents appropriate UCC termination statements and this Agreementsuch other instruments and releases as may be necessary and appropriate to evidence such release).

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) any portion of the Equity Interests or all or substantially all property of any Guarantor are directly or indirectly that is a Subsidiary of Parent is sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person person or Personspersons, none of which is Borrower or a Restricted SubsidiaryLoan Party, or (ii) if any Restricted Guarantor that is a Subsidiary is of Parent shall be designated as or becomes an Unrestricted SubsidiarySubsidiary or otherwise not be required to remain a Guarantor hereunder, Transferred Guarantorthen such Guarantor shall, upon the consummation of such sale or transfer, and such Person so designated designation or which becomes such an Unrestricted Subsidiaryother circumstance, shall be automatically released from its obligations under this Agreement (including under Section 13.03 ‎Section 10.04 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it (and all security interests actually granted in such Collateral) pursuant to any Security DocumentCollateral Document and, and in the case of a sale of all or substantially all of the Equity Interests of such Guarantor or its designation as an Unrestricted Subsidiary, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Collateral Documents shall be automatically released, and, so long as Borrower Parent shall have provided the Agents such certifications or documents as any Agent shall reasonably request, the Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 in accordance with sentence (including the relevant provisions execution, as applicable, and delivery of the Security Documents appropriate UCC termination statements and this Agreementsuch other instruments and releases as may be necessary and appropriate to evidence such release).

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) all or substantially all of the Equity Interests of any Guarantor are directly or indirectly sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person or Persons, none of which is Borrower or a Restricted Subsidiary, or (ii) any Restricted Subsidiary is designated as or becomes an Unrestricted Subsidiary, such Transferred GuarantorGuarantor shall, upon the consummation of such sale or transfer, and such Person so designated or which becomes such an Unrestricted Subsidiary, shall be automatically released from its obligations under this Agreement (including under Section 13.03 10.2 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it pursuant to any Security Document, Loan Document and the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to Collateral Agent pursuant to the Security Loan Documents shall be automatically released, and, so long as Borrower shall have provided the Agents Agent such certifications or documents as any Agent shall reasonably request, Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 11.9 in accordance with the relevant provisions of the Security Documents and Loan Documents, so long as Borrower shall have provided Agent such certifications or documents as Agent shall reasonably request in order to demonstrate compliance with this Agreement.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) all of the Equity Interests or (ii) all or substantially all of the property of any Guarantor are directly or indirectly sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person person or Personspersons (other than any Company or any Affiliate thereof), none of which is Borrower or a Restricted Subsidiary, or (ii) any Restricted Subsidiary is designated as or becomes an Unrestricted Subsidiary, such Transferred GuarantorGuarantor shall, upon the consummation of such sale or transfer, and such Person so designated or which becomes such an Unrestricted Subsidiary, shall be automatically released from its obligations under this Agreement (including under Section 13.03 hereof11.03) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it pursuant to any Security DocumentDocument and, and in the case of the sale of all of the Equity Interests of the Transferred Guarantor, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Documents shall be automatically released, and, so long as Borrower shall have previously provided the Agents Collateral Agent and the Administrative Agent such certifications or documents the Collateral Agent and/or the Administrative Agent as any Agent shall reasonably request, the Collateral Agent shall take take, and the Lenders hereby irrevocably authorize the Collateral Agent to take, such actions as are necessary to effect and evidence each release described in this Section 6.08 7.09 in accordance with the relevant provisions of the Security Documents and this AgreementDocuments.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) all or substantially all of the Equity Interests or all or substantially all of the Property of any Guarantor are directly or indirectly sold or otherwise transferred such that such Guarantor no longer constitutes to a Restricted Subsidiary Person or Persons (other than any Loan Party) (a “Transferred Guarantor”) to a Person or Persons), none of which is Borrower or a Restricted Subsidiary, or (ii) any Restricted Subsidiary is designated as or becomes an Unrestricted Subsidiary, such Transferred GuarantorGuarantor shall, upon the consummation of such sale or transfer, and such Person so designated or which becomes such an Unrestricted Subsidiary, shall be automatically released from its obligations under this Agreement (including under Section 13.03 hereofSections 9.5 and 9.6) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it pursuant to any Security DocumentCollateral Document and, and in the case of the sale of all of the Equity Interests of the Transferred Guarantor, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Collateral Documents shall be automatically released, and, so long as Borrower shall have previously provided the Agents Collateral Agent and the Administrative Agent such certifications or documents as any the Collateral Agent and/or the Administrative Agent shall reasonably request, the Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 8.9 in accordance with the relevant provisions of the Security Documents and this AgreementCollateral Documents.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) all or substantially all of the Equity Interests or Property of any Guarantor are directly or indirectly sold or otherwise transferred such that such to a Person or Persons none of which is a Loan Party or (ii) any Guarantor no longer constitutes a Restricted becomes an Excluded Subsidiary (any such Guarantor, and any Guarantor referred to in clause (i), a “Transferred Guarantor”) to a Person or Persons), none of which is Borrower or a Restricted Subsidiary, or (ii) any Restricted Subsidiary is designated as or becomes an Unrestricted Subsidiary, such Transferred GuarantorGuarantor shall, upon the consummation of such sale or transfertransfer or other transaction, and such Person so designated or which becomes such an Unrestricted Subsidiary, shall be automatically released from its obligations under this Agreement (including under Section 13.03 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it pursuant to any Security DocumentCollateral Document and, and in the case of a sale of all or substantially all of the Equity Interests of the Transferred Guarantor, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Collateral Documents shall be automatically released, and, so long as Borrower shall have provided the Agents such certifications or documents as any Agent shall reasonably request, Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 in accordance with the relevant provisions of the Security Documents and this Agreement.Section

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) all or substantially all of the Equity Interests or property of any Guarantor are directly or indirectly sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person person or Personspersons, none of which is Borrower or a Restricted Subsidiary, or (ii) any Restricted Subsidiary is designated as or becomes an Unrestricted Subsidiary, such Transferred GuarantorGuarantor shall, upon the consummation of such sale or transfer, and such Person so designated or which becomes such an Unrestricted Subsidiary, shall be automatically released from its obligations under this Agreement (including under Section 13.03 10.03 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it pursuant to any Security DocumentDocument and, and in the case of a sale of all or substantially all of the Equity Interests of the Transferred Guarantor, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Documents Agreements shall be automatically released, and, so long as Borrower shall have provided the Agents such certifications or documents as any Agent shall reasonably request, the Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 7.09 in accordance with the relevant provisions of the Security Documents and Documents, so long as Borrower shall have provided the Agents such certifications or documents as any Agent shall reasonably request in order to demonstrate compliance with this Agreement; provided that such Guarantor is also released from its obligations under the Senior Unsecured Note Purchase Documents on the same terms.

Release of Guarantors. If, in compliance with the terms and provisions of the Credit Loan Documents, (i) any portion of the Equity Interests or all or substantially all property of any Guarantor are directly or indirectly is sold or otherwise transferred such that such Guarantor no longer constitutes a Restricted Subsidiary (a “Transferred Guarantor”) to a Person or Persons, none of which is Borrower or a Restricted SubsidiaryLoan Party, or (ii) if any Restricted Subsidiary is Guarantor shall be designated as or becomes an Unrestricted SubsidiarySubsidiary or otherwise not be required to remain a Guarantor hereunder, Transferred Guarantorthen such Guarantor shall, upon the consummation of such sale or transfer, and such Person so designated designation or which becomes such an Unrestricted Subsidiaryother circumstance, shall be automatically released from its obligations under this Agreement (including under Section 13.03 10.04 hereof) and the other Credit Documents, and its obligations to pledge and grant any Collateral owned by it (and all security interests actually granted in such Collateral) pursuant to any Security DocumentCollateral Document and, and in the case of a sale of all or substantially all of the Equity Interests of such Guarantor, the pledge of such Equity Interests in any Transferred Guarantor or any Unrestricted Subsidiary to the Collateral Agent pursuant to the Security Collateral Documents shall be automatically released, and, so long as the Borrower shall have provided the Agents such certifications or documents as any either Agent shall reasonably request, the Collateral Agent shall take such actions as are necessary to effect and evidence each release described in this Section 6.08 in accordance with the relevant provisions of the Security Documents and this Agreementsentence.