Common use of Release of Guaranty Clause in Contracts

Release of Guaranty. The Subsidiary Guaranty of a Subsidiary Guarantor shall be deemed to be automatically and unconditionally released and discharged, without the need of any action on the part of such Subsidiary Guarantor or the Trustee or otherwise: (A) upon the sale or other disposition (including by way of consolidation or merger) of such Subsidiary Guarantor (including, for the avoidance of doubt, any transaction pursuant to which such Subsidiary Guarantor ceases to be a Subsidiary of the Issuer); (B) upon the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor; (C) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary or a Non-Material Subsidiary pursuant to the terms of the Indenture; (D) upon a legal defeasance or satisfaction and discharge of the Notes, as provided in Article VIII; (E) pursuant to Article IX; or (F) pursuant to Section 4.16, in the case of clause (A) or (B), other than to the Issuer or a Restricted Subsidiary and as permitted by the Indenture. Upon delivery by the Issuer to the Trustee of an Officer’s Certificate and an Opinion of Counsel to the foregoing effect, the Trustee will execute any documents reasonably required in order to evidence the release of the Guarantor from its obligations under its Guaranty. Notwithstanding anything to the contrary in the Indenture, the Notes or the Guaranties, if the Issuer, due to an error made in good faith, causes any Person to execute this Supplemental Indenture or any other supplement to the Base Indenture, or any other instrument, purporting to cause such Person to guarantee the Notes and become a Subsidiary Guarantor and, at the time of such execution, either (x) such Person is not a domestic Subsidiary of the Issuer; or (y) such Person is neither a Rule 3-10-Eligible Subsidiary nor required to guarantee the Notes pursuant to the Indenture, then, notwithstanding such Supplemental Indenture or other supplement or instrument, the Subsidiary Guaranty of such Person shall automatically, and without the need for any action on the part of the Issuer, such Person or the Trustee or otherwise, be null and void, with the same force and effect as if such execution had never occurred. Without limiting the generality of the foregoing, the Issuer and such Person may nonetheless thereafter execute and deliver to the Trustee such instruments or other documents that shall memorialize the nullification of such Subsidiary Guaranty.

Appears in 3 contracts

Samples: Supplemental Indenture (Kennedy-Wilson Holdings, Inc.), Supplemental Indenture (Kennedy-Wilson Holdings, Inc.), Supplemental Indenture (Kennedy-Wilson Holdings, Inc.)

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Release of Guaranty. The Subsidiary Guaranty of a Subsidiary Guarantor shall be deemed to be automatically and unconditionally released and discharged, without the need of any action on the part of such Subsidiary Guarantor or the Trustee or otherwise: (A) upon the sale or other disposition (including by way of consolidation or merger) of such Subsidiary Guarantor (including, for the avoidance of doubt, any transaction pursuant to which such Subsidiary Guarantor ceases to be a Subsidiary of the Issuer); (B) upon the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor; (C) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary or a Non-Material Subsidiary pursuant to the terms of the Indenture; (D) upon a legal defeasance or satisfaction and discharge of the Notes, as provided in Article VIII;; or (E) pursuant to Article IX; or (F) pursuant to Section 4.16, in the case of clause (A) or (B), other than to the Issuer or a Restricted Subsidiary and as permitted by the Indenture. Upon delivery by the Issuer to the Trustee of an Officer’s Certificate and an Opinion of Counsel to the foregoing effect, the Trustee will execute any documents reasonably required in order to evidence the release of the Guarantor from its obligations under its Guaranty. Notwithstanding anything to the contrary in the Indenture, the Notes or the Guaranties, if the Issuer, due to an error made in good faith, causes any Person to execute this Supplemental Indenture or any other supplement to the Base Indenture, or any other instrument, purporting to cause such Person to guarantee the Notes and become a Subsidiary Guarantor and, at the time of such execution, either (x) such Person is not a domestic Subsidiary of the Issuer; or (y) such Person is neither a Rule 3-10-Eligible Subsidiary nor required to guarantee the Notes pursuant to the Indenture, then, notwithstanding such Supplemental Indenture or other supplement or instrument, the Subsidiary Guaranty of such Person shall automatically, and without the need for any action on the part of the Issuer, such Person or the Trustee or otherwise, be null and void, with the same force and effect as if such execution had never occurred. Without limiting the generality of the foregoing, the Issuer and such Person may nonetheless thereafter execute and deliver to the Trustee such instruments or other documents that shall memorialize the nullification of such Subsidiary Guaranty.

Appears in 2 contracts

Samples: Supplemental Indenture (Kennedy-Wilson Holdings, Inc.), Supplemental Indenture (Kennedy-Wilson Holdings, Inc.)

Release of Guaranty. The Notwithstanding anything to the contrary in Section 1011, in the event that any Subsidiary Guaranty that has guaranteed the Notes and/or the Securities of such Other Affected Series pursuant to Section 1011 shall no longer be a Subsidiary Guarantor guarantor of any Funded Debt of the Partnership other than the Notes and/or the Securities of such Other Affected Series, and so long as no Default or Event of Default with respect to the Notes shall have occurred or be continuing, such Subsidiary, upon giving written notice to the Trustee to the foregoing effect, shall be deemed to be automatically released from all of its obligations in respect of the Notes and/or the Securities of such Other Affected Series, and unconditionally released its guarantee thereof and discharged, this Indenture without the need of any action on the part further act or deed and such guarantee of such Subsidiary Guarantor shall be terminated and of no further force or effect. Following the receipt by the Trustee or otherwise: (A) upon of any such notice, the sale or other disposition (including by way Partnership shall cause this Indenture to be amended as provided in Section 901 to evidence such release and termination; provided, however, that the failure to so amend this Indenture shall not affect the validity of consolidation or merger) the release and termination of such Subsidiary Guarantor (including, for the avoidance of doubt, any transaction pursuant to which such Subsidiary Guarantor ceases to be a Subsidiary of the Issuer); (B) upon the sale or disposition of all or substantially all the assets guarantee of such Subsidiary Guarantor; (C) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary or a Non-Material Subsidiary pursuant to the terms Subsidiary. Notwithstanding any other provisions of the Indenture; (D) upon a legal defeasance or satisfaction and discharge , if at any time the Affiliate Guarantor does not guarantee any obligations of the Notes, as provided in Article VIII; Parent Guarantor or any of its Subsidiaries (Eincluding the Partnership) under any bank credit facility or any public debt instrument (other than pursuant to Article IX; or (F) pursuant to Section 4.16, in the case of clause (A) or (Bits Guarantee), other than to then upon the Issuer or a Restricted Subsidiary and as permitted by the Indenture. Upon delivery by the Issuer Affiliate Guarantor giving written notice to the Trustee of an Officer’s Certificate and an Opinion of Counsel to the foregoing effect, the Trustee will execute any documents reasonably required in order Affiliate Guarantor shall automatically be deemed to evidence the release of the Guarantor be released from its Guarantee and all of its obligations under its Guaranty. Notwithstanding anything to the contrary in the Indenture, the Notes or the Guaranties, if the Issuer, due to an error made in good faith, causes any Person to execute this Supplemental Indenture or any other supplement to the Base Indenture, or any other instrument, purporting to cause such Person to guarantee respect of the Notes and become shall no longer be a Subsidiary “Guarantor” hereunder. However, if at any time after the Affiliate Guarantor andis released from its Guarantee, at the time of such execution, either (x) such Person is not a domestic Subsidiary Affiliate Guarantor guarantees any obligations of the Issuer; Parent Guarantor or any of its Subsidiaries (yincluding the Partnership) such Person is neither under any bank credit facility or any public debt instrument other than the Notes, then the Affiliate Guarantor will (a) simultaneously therewith, automatically be deemed to be a Rule 3-10-Eligible Subsidiary nor required “Guarantor” under the Indenture and have all obligations applicable to guarantee Guarantors under the Indenture and (b) provide a Guarantee of the Notes pursuant to the Indenture, then, notwithstanding such Supplemental Indenture or other supplement or instrument, the Subsidiary Guaranty of such Person shall automatically, and without the need for any action on the part of the Issuer, such Person or the Trustee or otherwise, be null and void, with the same force and effect as if such execution had never occurred. Without limiting the generality of the foregoing, the Issuer and such Person may nonetheless thereafter execute and deliver documentation satisfactory to the Trustee such instruments or other documents that shall memorialize the nullification of such Subsidiary GuarantyTrustee.

Appears in 1 contract

Samples: Ninth Supplemental Indenture (NuStar Energy L.P.)

Release of Guaranty. The Subsidiary Note Guaranty of a Subsidiary Guarantor shall (other than the Company) will automatically terminate and be deemed to be automatically and unconditionally released and discharged, without the need of any action on the part of such Subsidiary Guarantor or the Trustee or otherwiseupon: (A1) upon the a sale or other disposition (including by way of consolidation or merger) of such Subsidiary the Guarantor (including, for the avoidance of doubt, any transaction pursuant to which such Subsidiary Guarantor ceases to be a Subsidiary of the Issuer); (B) upon or the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor; the Guarantor (C) upon in each case other than to the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary Company or a Non-Material Subsidiary pursuant to the terms of Restricted Subsidiary) otherwise permitted by the Indenture; (D2) upon the release or discharge of the guarantee by such Guarantor of obligations under the Senior Credit Facility or such other guarantee that resulted in the creation of such Guarantee except a legal discharge or release by or as a result of payment under such guarantee, provided that (a) the Senior Credit Facility is, after giving effect to such release, a Minimum Size Credit Facility, (b) the aggregate fair market value of Collateral owned by Guarantors released pursuant to this clause (2) on and after the Issue Date (in each case measured at the date of release and as determined in good faith by the Board of Directors) after giving effect to any such release does not exceed 30% of the aggregate fair market value of the Collateral immediately prior to such release and (c) the Collateral owned by Guarantors released pursuant to this clause (2) may not consist of substantially all of the Collateral relating to any facility, line of business or division that generated, in the four quarters immediately prior to the proposed release thereof for which financial reports have been provided as required under the Indenture, more than 15% of the EBITDA of the Company and its Restricted Subsidiaries; (3) the designation in accordance with the Indenture of such Guarantor as an Unrestricted Subsidiary, or (4) defeasance or satisfaction and discharge of the Notes, as provided in Article VIII; (E) pursuant to Article IX; or (F) pursuant to Section 4.16, in the case of clause (A) or (B), other than to the Issuer or a Restricted Subsidiary and as permitted by the Indenture8. Upon delivery by the Issuer Company to the Trustee of an Officer’s Officers’ Certificate and an Opinion of Counsel to the foregoing effect, the Trustee will execute any documents reasonably required in order to evidence the release of the Guarantor from its obligations under its Guaranty. Notwithstanding anything to the contrary in the Indenture, the Notes or the Guaranties, if the Issuer, due to an error made in good faith, causes any Person to execute this Supplemental Indenture or any other supplement to the Base Indenture, or any other instrument, purporting to cause such Person to guarantee the Notes and become a Subsidiary Guarantor and, at the time of such execution, either (x) such Person is not a domestic Subsidiary of the Issuer; or (y) such Person is neither a Rule 3-10-Eligible Subsidiary nor required to guarantee the Notes pursuant to the Indenture, then, notwithstanding such Supplemental Indenture or other supplement or instrument, the Subsidiary Guaranty of such Person shall automatically, and without the need for any action on the part of the Issuer, such Person or the Trustee or otherwise, be null and void, with the same force and effect as if such execution had never occurred. Without limiting the generality of the foregoing, the Issuer and such Person may nonetheless thereafter execute and deliver to the Trustee such instruments or other documents that shall memorialize the nullification of such Subsidiary Note Guaranty.

Appears in 1 contract

Samples: Indenture (Seagate Technology)

Release of Guaranty. The Subsidiary Guaranty Without limiting any rights of the Agents or the Senior Lenders contained in Section 12.02(c) of the Agreement, in the event of a Subsidiary Guarantor shall be deemed to be automatically and unconditionally released and discharged, without the need of any action on the part of such Subsidiary Guarantor or the Trustee or otherwise: (A) upon the sale or other disposition (including of all of the assets of any Guarantor, by way of merger, consolidation or merger) of such Subsidiary Guarantor (includingotherwise, for the avoidance of doubt, any transaction pursuant to which such Subsidiary Guarantor ceases to be or a Subsidiary of the Issuer); (B) upon the sale or other disposition of all of the Capital Stock of any Guarantor, or substantially in case the Parent designates a Guarantor to be an Unrestricted Subsidiary in accordance with the terms hereof, then such Guarantor (in the event of a sale or other disposition by way of such a merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor, or in case the Parent designates a Guarantor to be an Unrestricted Subsidiary in accordance with the terms hereof) or the Person acquiring the property (in the event of a sale or other disposition of all of the assets of such Subsidiary Guarantor; (C) upon the designation ), shall be released and relieved of such Subsidiary Guarantor as an Unrestricted Subsidiary or a Non-Material Subsidiary pursuant its obligations under its Guaranty with respect to the terms of Subordinated Obligations, provided that (a) such Guarantor's obligations with respect to the Indenture; Senior Obligations shall have contemporaneously been released, and (Db) upon a legal defeasance or satisfaction and discharge of the Notes, as provided in Article VIII; (E) pursuant to Article IX; or (F) pursuant to Section 4.16, in the case event of clause (A) an Asset Sale, the Net Proceeds from such sale or (B), other than to disposition are treated in accordance with the Issuer or a Restricted Subsidiary and as permitted by the Indentureprovisions hereof. Upon delivery by the Issuer Parent of an Officers' Certificate to the Trustee of an Officer’s Certificate and an Opinion of Counsel to effect that such sale or other disposition was made by the foregoing effectParent in accordance with the provisions hereof, the Trustee will Holders shall execute any documents reasonably required in order to evidence the release of the any Guarantor from its obligations under its Guaranty. Notwithstanding anything Guaranty with respect to the contrary in Subordinated Obligations, so long as comparable documents are being executed to evidence the Indenture, the Notes or the Guaranties, if the Issuer, due to an error made in good faith, causes any Person to execute this Supplemental Indenture or any other supplement release of such Guarantor from its obligations under its Guaranty with respect to the Base Indenture, or any other instrument, purporting to cause such Person to guarantee the Notes and become a Subsidiary Guarantor and, at the time of such execution, either (x) such Person is not a domestic Subsidiary of the Issuer; or (y) such Person is neither a Rule 3-10-Eligible Subsidiary nor required to guarantee the Notes pursuant to the Indenture, then, notwithstanding such Supplemental Indenture or other supplement or instrument, the Subsidiary Guaranty of such Person shall automatically, and without the need for any action on the part of the Issuer, such Person or the Trustee or otherwise, be null and void, with the same force and effect as if such execution had never occurred. Without limiting the generality of the foregoing, the Issuer and such Person may nonetheless thereafter execute and deliver to the Trustee such instruments or other documents that shall memorialize the nullification of such Subsidiary GuarantySenior Obligations.

Appears in 1 contract

Samples: Financing Agreement (Allied Holdings Inc)

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Release of Guaranty. The Subsidiary Guaranty Each party to this Agreement agrees as follows: (a) in the event that (i) any Loan Party Disposes of all of the Equity Interests of a Subsidiary Guarantor in a Disposition that is permitted hereunder or to which Required Lenders have otherwise consented or (ii) the Company provides written notice to the Administrative Agent that any Subsidiary Guarantor is no longer a Material Domestic Subsidiary or a Domestic Subsidiary required to execute the Subsidiary Guaranty, and in any such case the Company desires to obtain a release of such Domestic Subsidiary from the Subsidiary Guaranty, then such Loan Party and the Company shall deliver to the Administrative Agent a certificate from a Responsible Officer of the Company stating that the Equity Interests subject to such Disposition are being Disposed of in compliance with the terms hereof (including detail as to the provision hereunder pursuant to which such Disposition is permitted) and/or that such Subsidiary Guarantor is no longer a Material Domestic Subsidiary or a Domestic Subsidiary required to execute or be a party to the Subsidiary Guaranty; (b) if the Administrative Agent shall not have objected to the facts and statements (including with respect to whether the described situation properly gives rise to a permitted release of a Subsidiary Guarantor under the Loan Documents) set forth in such Responsible Officer’s certificate within three Business Days after its receipt thereof, then such release shall be deemed to be automatically and unconditionally released and discharged, without the need of any action on the part of such Subsidiary Guarantor or the Trustee or otherwise:have occurred; and (Ac) upon the sale or other disposition in connection therewith and subject to Section 9.10 (including by way of consolidation or merger) of such Subsidiary Guarantor (including, for the avoidance of doubt, any transaction pursuant to which such Subsidiary Guarantor ceases to be a Subsidiary right of the Issuer); (B) upon Administrative Agent to obtain confirmation thereof from the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor; (C) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary or a Non-Material Subsidiary pursuant to the terms of the Indenture; (D) upon a legal defeasance or satisfaction and discharge of the Notes, as provided in Article VIII; (E) pursuant to Article IX; or (F) pursuant to Section 4.16, in the case of clause (A) or (BRequired Lenders), other than to the Issuer or a Restricted Subsidiary and as permitted by the Indenture. Upon delivery by the Issuer to the Trustee of an Officer’s Certificate and an Opinion of Counsel to the foregoing effect, the Trustee will execute any documents reasonably required in order to evidence the release of the Guarantor from its obligations under its Guaranty. Notwithstanding anything to the contrary in the Indenture, the Notes or the Guaranties, if the Issuer, due to an error made in good faith, causes any Person to execute this Supplemental Indenture or any other supplement to the Base Indenture, or any other instrument, purporting to cause such Person to guarantee the Notes and become a Subsidiary Guarantor andAdministrative Agent shall, at the time of such executionCompany’s sole expense and at the Company’s request, either (xi) such Person is not a domestic Subsidiary of promptly execute and file in the Issuer; or (y) such Person is neither a Rule 3-10-Eligible Subsidiary nor required to guarantee the Notes pursuant to the Indenture, then, notwithstanding such Supplemental Indenture or other supplement or instrument, the Subsidiary Guaranty of such Person shall automatically, and without the need for any action on the part of the Issuer, such Person or the Trustee or otherwise, be null and void, with the same force and effect as if such execution had never occurred. Without limiting the generality of the foregoing, the Issuer and such Person may nonetheless thereafter execute appropriate location and deliver to the Trustee Company such instruments termination and full or partial release statements or confirmations thereof, as applicable, and (ii) do such other things as are reasonably necessary to release Subsidiary Guarantors promptly upon the effectiveness of any such Disposition or other documents that shall memorialize the nullification of such Subsidiary Guarantyrelevant occurrence.

Appears in 1 contract

Samples: Credit Agreement (Urs Corp /New/)

Release of Guaranty. (a) The Subsidiary Note Guaranty of a Subsidiary Guarantor shall be deemed to will terminate, and the Note Guaranty will be automatically and unconditionally released and discharged, without the need of any action on the part of such Subsidiary Guarantor or the Trustee or otherwiseupon: (Ai) upon the a sale or other disposition (including by way of consolidation or merger) of such Capital Stock of the Subsidiary Guarantor (including, for the avoidance of doubt, any transaction pursuant to following which such Subsidiary Guarantor ceases to be a Subsidiary of the Issuer); (B) upon Company or the sale or disposition of all or substantially all the assets Property of the Subsidiary Guarantor (in each case other than to the Issuer, the Company or a Domestic Restricted Subsidiary) otherwise permitted by this Indenture, (ii) the release or discharge of such Subsidiary Guarantor;’s guarantee of the obligations under the New Credit Agreement other than a release or discharge through payment thereon, (Ciii) upon the designation in accordance with this Indenture of such the Subsidiary Guarantor as an Unrestricted Subsidiary, (iv) such Subsidiary or Guarantor ceases to be a Non-Material Restricted Subsidiary and such Subsidiary Guarantor is not otherwise required to provide a Guarantee of the Notes pursuant to the terms of the Indenture;provisions set forth in Section 4.14 or (Dv) upon a legal defeasance or satisfaction and discharge of the Notes, as provided in Article VIII;8. (Eb) pursuant to The Note Guaranty of the Company will terminate upon defeasance or discharge of the Notes, as provided in Article IX; or (F) pursuant to Section 4.16, in the case of clause (A) or (B), other than to the Issuer or a Restricted Subsidiary and as permitted by the Indenture8. Upon delivery by the Issuer to the Trustee of an Officer’s Officers’ Certificate and an Opinion of Counsel to the foregoing effect, the Trustee will execute any documents reasonably required in order to evidence the release of the Guarantor from its obligations under its Guaranty. Notwithstanding anything to the contrary in the Indenture, the Notes or the Guaranties, if the Issuer, due to an error made in good faith, causes any Person to execute this Supplemental Indenture or any other supplement to the Base Indenture, or any other instrument, purporting to cause such Person to guarantee the Notes and become a Subsidiary Guarantor and, at the time of such execution, either (x) such Person is not a domestic Subsidiary of the Issuer; or (y) such Person is neither a Rule 3-10-Eligible Subsidiary nor required to guarantee the Notes pursuant to the Indenture, then, notwithstanding such Supplemental Indenture or other supplement or instrument, the Subsidiary Guaranty of such Person shall automatically, and without the need for any action on the part of the Issuer, such Person or the Trustee or otherwise, be null and void, with the same force and effect as if such execution had never occurred. Without limiting the generality of the foregoing, the Issuer and such Person may nonetheless thereafter execute and deliver to the Trustee such instruments or other documents that shall memorialize the nullification of such Subsidiary Note Guaranty.

Appears in 1 contract

Samples: Indenture (Energizer Holdings, Inc.)

Release of Guaranty. The Notwithstanding anything to the contrary in Section 1011, in the event that any Subsidiary Guaranty that has guaranteed the Notes and/or the Securities of such Other Affected Series pursuant to Section 1011 shall no longer be a Subsidiary Guarantor guarantor of any Funded Debt of the Partnership other than the Notes of any series and/or the Securities of such Other Affected Series, and so long as no Default or Event of Default with respect to the Notes of the applicable series shall have occurred or be continuing, such Subsidiary, upon giving written notice to the Trustee to the foregoing effect, shall be deemed to be automatically released from all of its obligations in respect of the Notes of the applicable series and/or the Securities of such Other Affected Series, and unconditionally released its guarantee thereof and discharged, this Indenture without the need of any action on the part further act or deed and such guarantee of such Subsidiary Guarantor shall be terminated and of no further force or effect. Following the receipt by the Trustee or otherwise: (A) upon of any such notice, the sale or other disposition (including by way Partnership shall cause this Indenture to be amended as provided in Section 901 to evidence such release and termination; provided, however, that the failure to so amend this Indenture shall not affect the validity of consolidation or merger) the release and termination of such Subsidiary Guarantor (including, for the avoidance of doubt, any transaction pursuant to which such Subsidiary Guarantor ceases to be a Subsidiary of the Issuer); (B) upon the sale or disposition of all or substantially all the assets guarantee of such Subsidiary Guarantor; (C) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary or a Non-Material Subsidiary pursuant to the terms Subsidiary. Notwithstanding any other provisions of the Indenture; (D) upon a legal defeasance or satisfaction and discharge , if at any time the Affiliate Guarantor does not guarantee any obligations of the Notes, as provided in Article VIII; Parent Guarantor or any of its Subsidiaries (Eincluding the Partnership) under any bank credit facility or any public debt instrument (other than pursuant to Article IX; or (F) pursuant to Section 4.16, in the case of clause (A) or (Bits Guarantee), other than to then upon the Issuer or a Restricted Subsidiary and as permitted by the Indenture. Upon delivery by the Issuer Affiliate Guarantor giving written notice to the Trustee of an Officer’s Certificate and an Opinion of Counsel to the foregoing effect, the Trustee will execute any documents reasonably required in order Affiliate Guarantor shall automatically be deemed to evidence the release of the Guarantor be released from its Guarantee and all of its obligations under its Guaranty. Notwithstanding anything to the contrary in the Indenture, the Notes or the Guaranties, if the Issuer, due to an error made in good faith, causes any Person to execute this Supplemental Indenture or any other supplement to the Base Indenture, or any other instrument, purporting to cause such Person to guarantee respect of the Notes and become shall no longer be a Subsidiary “Guarantor” hereunder. However, if at any time after the Affiliate Guarantor andis released from its Guarantee, at the time of such execution, either (x) such Person is not a domestic Subsidiary Affiliate Guarantor guarantees any obligations of the Issuer; Parent Guarantor or any of its Subsidiaries (yincluding the Partnership) such Person is neither under any bank credit facility or any public debt instrument other than the Notes, then the Affiliate Guarantor will (a) simultaneously therewith, automatically be deemed to be a Rule 3-10-Eligible Subsidiary nor required “Guarantor” under the Indenture and have all obligations applicable to guarantee Guarantors under the Indenture and (b) provide a Guarantee of the Notes of any series pursuant to the Indenture, then, notwithstanding such Supplemental Indenture or other supplement or instrument, the Subsidiary Guaranty of such Person shall automatically, and without the need for any action on the part of the Issuer, such Person or the Trustee or otherwise, be null and void, with the same force and effect as if such execution had never occurred. Without limiting the generality of the foregoing, the Issuer and such Person may nonetheless thereafter execute and deliver documentation satisfactory to the Trustee such instruments or other documents that shall memorialize the nullification of such Subsidiary GuarantyTrustee.

Appears in 1 contract

Samples: Tenth Supplemental Indenture (NuStar Energy L.P.)

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