Common use of RELEASE OF LIABILITY OF GUARANTOR Clause in Contracts

RELEASE OF LIABILITY OF GUARANTOR. In the event that (x) a Guarantor becomes an Immaterial Subsidiary or an Excluded Subsidiary, (y) ceases to be a Restricted Subsidiary as a result of a transaction permitted under the Loan Documents or (z) all of the Equity Interests of one or more Guarantors is sold or otherwise disposed of or liquidated in compliance with the requirements of Section 7.04 or 7.05 of the Credit Agreement (or such sale, other disposition or liquidation has been approved in writing by the Required Lenders (or all the Lenders if required by Section 10.01 of the Credit Agreement)) and the proceeds of such sale, disposition or liquidation will be applied in accordance with the provisions of the Credit Agreement, to the extent applicable, such Immaterial Subsidiary, such Excluded Subsidiary, or such Guarantor, as applicable, shall, upon becoming an Immaterial Subsidiary or an Excluded Subsidiary or upon consummation of such sale or other disposition (except to the extent that such sale or disposition is to the Borrower or another Restricted Subsidiary thereof), as applicable, shall be released from this Guaranty automatically and without further action and this Guaranty shall, as to each such Guarantor or Guarantors, terminate, and have no further force or effect (it being understood and agreed that the sale of one or more Persons that own, directly or indirectly, all of the Equity Interests of any Guarantor shall be deemed to be a sale of such Guarantor for the purposes of this Section 17). Subject to Section 15, on the Termination Date this Guaranty shall terminate (provided that all indemnities set forth herein shall survive such termination) and each Guarantor shall be released from its obligations under this Guaranty.

RELEASE OF LIABILITY OF GUARANTOR. In (a) At the request and at the sole expense of the Borrower, in the event that (xi) any Guarantor that is a Guarantor Subsidiary of the Borrower becomes an Immaterial Subsidiary or an Excluded Subsidiary, (y) ceases to be a Restricted Subsidiary as a result of a transaction permitted under the Loan Documents Credit Agreement or (zii) all of the capital stock or other Equity Interests of one or more Guarantors any Guarantor is sold or otherwise disposed of (including by way of the merger or consolidation of such Guarantor with or into another Person) or liquidated (except to the extent that such sale or disposition is to the Borrower, the REIT or any of their respective Affiliates) in any such case in compliance with the requirements of Section 7.04 or 7.05 of the Credit Agreement (or such sale, other disposition or liquidation has been approved in writing by the Required Lenders (or all the Lenders if required by Section 10.01 of the Credit Agreement)) and the proceeds of such sale, disposition or liquidation will be are applied in accordance with the provisions of the Credit Agreement, to the extent applicable, then such Immaterial Subsidiary, such Excluded Subsidiary, or such Guarantor, as applicable, Guarantor shall, upon becoming an Immaterial Subsidiary or an Excluded Subsidiary or upon the consummation of such sale or other disposition (except to the extent that such sale or disposition is to the Borrower or another Restricted Subsidiary thereof)disposition, as applicable, shall be released from this Guaranty automatically and without further action and this Guaranty shall, as to each such Guarantor or Guarantors, terminate, and have no further force or effect (it being understood and agreed that the sale of one or more Persons that own, directly or indirectly, all of the Equity Interests of any Guarantor shall be deemed to be a sale of such Guarantor for the purposes of this Section 17). Subject to Section 15, on the Termination Date this Guaranty shall terminate (provided that all indemnities set forth herein shall survive such termination) and each Guarantor shall be released from its obligations under this GuarantyGuaranty and the Administrative Agent shall, upon the request and at the sole expense of the Borrower, provide the Borrower with written confirmation of such release and shall take such further actions as reasonably requested by the Borrower to evidence such release; provided, that the Borrower shall have delivered to the Administrative Agent, at least five Business Days prior to the date of the proposed release, a written request for release reasonably satisfactory to the Administrative Agent showing that such Guarantor becoming an Excluded Subsidiary or such sale or disposition, as applicable, is as a result of a transaction permitted under the Credit Agreement. (b) Subject to Section 7 hereof, in the event that the Administrative Agent is required to release any Subsidiary of the Borrower that is a Guarantor from its guaranty and other obligations hereunder pursuant to Section 10.20 of the Credit Agreement, the Administrative Agent will release such Guarantor in accordance with Section 10.20 of the Credit Agreement. On and after the consummation of any such release, the Administrative Agent shall, upon the request and at the sole expense of the Borrower, provide the Borrower with written confirmation of such release and shall take such further actions as reasonably requested by the Borrower to evidence such release. (c) The Administrative Agent shall have no liability whatsoever to any Creditor Party as a result of any release of any Guarantor by it in accordance with (or which the Administrative Agent in the absence of gross negligence or willful misconduct believes to be in accordance with) this Section 8 or Section 10.20 of the Credit Agreement.

RELEASE OF LIABILITY OF GUARANTOR. In At the request and at the sole expense of the Borrower, in the event that (xi) any Guarantor that is a Guarantor Subsidiary of the Borrower becomes an Immaterial Excluded Subsidiary or an Excluded Subsidiary, (y) ceases to be a Restricted Subsidiary satisfies the Exemption Condition as a result of a transaction permitted under the Term Loan Documents Agreement or (zii) all of the capital stock or other Equity Interests of one or more Guarantors any Guarantor is sold or otherwise disposed of (including by way of the merger or consolidation of such Guarantor with or into another Person) or liquidated in compliance with the requirements of Section 7.04 or 7.05 of the Credit Agreement (or such sale, other disposition or liquidation has been approved in writing by the Required Lenders (or all the Lenders if required by Section 10.01 of the Credit Agreement)) and the proceeds of such sale, disposition or liquidation will be applied in accordance with the provisions of the Credit Agreement, to the extent applicable, such Immaterial Subsidiary, such Excluded Subsidiary, or such Guarantor, as applicable, shall, upon becoming an Immaterial Subsidiary or an Excluded Subsidiary or upon consummation of such sale or other disposition (except to the extent that such sale or disposition is to the Borrower Borrower, the REIT or another Restricted any of their respective Affiliates) in any such case in compliance with the requirements of Section 7.05 of the Term Loan Agreement and the proceeds of such sale, disposition or liquidation are applied in accordance with the provisions of the Term Loan Agreement, to the extent applicable, then such Guarantor shall, upon becoming an Excluded Subsidiary thereof)or satisfying the Exemption Condition or upon the consummation of such sale or other disposition, as applicable, shall be released from this Guaranty automatically and without further action and this Guaranty shall, as to each such Guarantor or Guarantors, terminate, and have no further force or effect (it being understood and agreed that the sale of one or more Persons that own, directly or indirectly, all of the Equity Interests of any Guarantor shall be deemed to be a sale of such Guarantor for the purposes of this Section 17). Subject to Section 15, on the Termination Date this Guaranty shall terminate (provided that all indemnities set forth herein shall survive such termination) and each Guarantor shall be released from its obligations under this Guaranty, and the Administrative Agent shall, upon the request and at the sole expense of the Borrower, provide the Borrower with written confirmation of such release and shall take such further actions as reasonably requested by the Borrower to evidence such release; provided, that the Borrower shall have delivered to the Administrative Agent, at least five Business Days (or such shorter period as is acceptable to the Administrative Agent) prior to the date of the proposed release, a written request for release reasonably satisfactory to the Administrative Agent showing that such Guarantor becoming an Excluded Subsidiary or satisfying the Exemption Condition or such sale or disposition, as applicable, is as a result of a transaction permitted under the Term Loan Agreement.

RELEASE OF LIABILITY OF GUARANTOR. In At the request and at the sole expense of the Borrower, in the event that (xi) any Guarantor that is a Guarantor becomes an Immaterial Subsidiary or an Excluded Subsidiary, (y) of the Borrower ceases to be a Restricted Subsidiary as a result of a transaction permitted under the Loan Documents Credit Agreement or becomes an Excluded Subsidiary or satisfies the Exemption Condition as a result of a transaction permitted under the Credit Agreement or (zii) all of the capital stock or other Equity Interests of one or more Guarantors any Guarantor is sold or otherwise disposed of (including by way of the merger or consolidation of such Guarantor with or into another Person) or liquidated in compliance with the requirements of Section 7.04 or 7.05 of the Credit Agreement (or such sale, other disposition or liquidation has been approved in writing by the Required Lenders (or all the Lenders if required by Section 10.01 of the Credit Agreement)) and the proceeds of such sale, disposition or liquidation will be applied in accordance with the provisions of the Credit Agreement, to the extent applicable, such Immaterial Subsidiary, such Excluded Subsidiary, or such Guarantor, as applicable, shall, upon becoming an Immaterial Subsidiary or an Excluded Subsidiary or upon consummation of such sale or other disposition (except to the extent that such sale or disposition is to the Borrower Borrower, the REIT or another Restricted any of their respective Subsidiaries) in any such case in compliance with the requirements of Section 7.05 of the Credit Agreement, then such Guarantor shall, upon becoming an Excluded Subsidiary thereof)or satisfying the Exemption Condition or upon the consummation of such sale or other disposition, as applicable, shall be released from this Guaranty automatically and without further action and this Guaranty shall, as to each such Guarantor or Guarantors, terminate, and have no further force or effect (it being understood and agreed that the sale of one or more Persons that own, directly or indirectly, all of the Equity Interests of any Guarantor shall be deemed to be a sale of such Guarantor for the purposes of this Section 17). Subject to Section 15, on the Termination Date this Guaranty shall terminate (provided that all indemnities set forth herein shall survive such termination) and each Guarantor shall be released from its obligations under this Guaranty, and the Administrative Agent shall, upon the request and at the sole expense of the Borrower, provide the Borrower with written confirmation of such release and shall take such further actions as reasonably requested by the Borrower to evidence such release; provided, that the Borrower shall have delivered to the Administrative Agent, at least five Business Days (or such shorter period as is acceptable to the Administrative Agent) prior to the date of the proposed release, a written request for release reasonably satisfactory to the Administrative Agent showing that such Guarantor becoming an Excluded Subsidiary or satisfying the Exemption Condition or such sale or disposition, as applicable, is as a result of a transaction permitted under the Credit Agreement.

RELEASE OF LIABILITY OF GUARANTOR. In (a) At the request and at the sole expense of the Borrower, in the event that (xi) any Guarantor that is a Guarantor Subsidiary of the Borrower becomes an Immaterial Excluded Subsidiary or an Excluded Subsidiary, (y) ceases to be a Restricted Subsidiary satisfies the Exemption Condition as a result of a transaction permitted under the Term Loan Documents Agreement or (zii) all of the capital stock or other Equity Interests of one or more Guarantors any Guarantor is sold or otherwise disposed of (including by way of the merger or consolidation of such Guarantor with or into another Person) or liquidated in compliance with the requirements of Section 7.04 or 7.05 of the Credit Agreement (or such sale, other disposition or liquidation has been approved in writing by the Required Lenders (or all the Lenders if required by Section 10.01 of the Credit Agreement)) and the proceeds of such sale, disposition or liquidation will be applied in accordance with the provisions of the Credit Agreement, to the extent applicable, such Immaterial Subsidiary, such Excluded Subsidiary, or such Guarantor, as applicable, shall, upon becoming an Immaterial Subsidiary or an Excluded Subsidiary or upon consummation of such sale or other disposition (except to the extent that such sale or disposition is to the Borrower Borrower, the REIT or another Restricted any of their respective Affiliates) in any such case in compliance with the requirements of Section 7.05 of the Term Loan Agreement and the proceeds of such sale, disposition or liquidation are applied in accordance with the provisions of the Term Loan Agreement, to the extent applicable, then such Guarantor shall, upon becoming an Excluded Subsidiary thereof)or satisfying the Exemption Condition or upon the consummation of such sale or other disposition, as applicable, shall be released from this Guaranty automatically and without further action and this Guaranty shall, as to each such Guarantor or Guarantors, terminate, and have no further force or effect (it being understood and agreed that the sale of one or more Persons that own, directly or indirectly, all of the Equity Interests of any Guarantor shall be deemed to be a sale of such Guarantor for the purposes of this Section 17). Subject to Section 15, on the Termination Date this Guaranty shall terminate (provided that all indemnities set forth herein shall survive such termination) and each Guarantor shall be released from its obligations under this Guaranty, and the Administrative Agent shall, upon the request and at the sole expense of the Borrower, provide the Borrower with written confirmation of such release and shall take such further actions as reasonably requested by the Borrower to evidence such release; provided, that the Borrower shall have delivered to the Administrative Agent, at least five Business Days (or such shorter period as is acceptable to the Administrative Agent) prior to the date of the proposed release, a written request for release reasonably satisfactory to the Administrative Agent showing that such Guarantor becoming an Excluded Subsidiary or satisfying the Exemption Condition or such sale or disposition, as applicable, is as a result of a transaction permitted under the Term Loan Agreement. (b) The Administrative Agent shall have no liability whatsoever to any Creditor Party as a result of any release of any Guarantor by it in accordance with (or which the Administrative Agent in the absence of gross negligence or willful misconduct as determined by a court of competent jurisdiction by a final nonappealable judgment believes to be in accordance with) this Section 8.

RELEASE OF LIABILITY OF GUARANTOR. In (a) At the request and at the sole expense of the Borrower, in the event that (xi) any Guarantor that is a Guarantor Subsidiary of the Borrower becomes an Immaterial Excluded Subsidiary or an Excluded Subsidiary, (y) ceases to be a Restricted Subsidiary satisfies the Exemption Condition as a result of a transaction permitted under the Loan Documents Credit Agreement or (zii) all of the capital stock or other Equity Interests of one or more Guarantors any Guarantor is sold or otherwise disposed of (including by way of the merger or consolidation of such Guarantor with or into another Person) or liquidated in compliance with the requirements of Section 7.04 or 7.05 of the Credit Agreement (or such sale, other disposition or liquidation has been approved in writing by the Required Lenders (or all the Lenders if required by Section 10.01 of the Credit Agreement)) and the proceeds of such sale, disposition or liquidation will be applied in accordance with the provisions of the Credit Agreement, to the extent applicable, such Immaterial Subsidiary, such Excluded Subsidiary, or such Guarantor, as applicable, shall, upon becoming an Immaterial Subsidiary or an Excluded Subsidiary or upon consummation of such sale or other disposition (except to the extent that such sale or disposition is to the Borrower Borrower, the REIT or another Restricted any of their respective Subsidiaries) in any such case in compliance with the requirements of Section 7.05 of the Credit Agreement, then such Guarantor shall, upon becoming an Excluded Subsidiary thereof)or satisfying the Exemption Condition or upon the consummation of such sale or other disposition, as applicable, shall be released from this Guaranty automatically and without further action and this Guaranty shall, as to each such Guarantor or Guarantors, terminate, and have no further force or effect (it being understood and agreed that the sale of one or more Persons that own, directly or indirectly, all of the Equity Interests of any Guarantor shall be deemed to be a sale of such Guarantor for the purposes of this Section 17). Subject to Section 15, on the Termination Date this Guaranty shall terminate (provided that all indemnities set forth herein shall survive such termination) and each Guarantor shall be released from its obligations under this Guaranty, and the Administrative Agent shall, upon the request and at the sole expense of the Borrower, provide the Borrower with written confirmation of such release and shall take such further actions as reasonably requested by the Borrower to evidence such release; provided, that the Borrower shall have delivered to the Administrative Agent, at least five Business Days (or such shorter period as is acceptable to the Administrative Agent) prior to the date of the proposed release, a written request for release reasonably satisfactory to the Administrative Agent showing that such Guarantor becoming an Excluded Subsidiary or satisfying the Exemption Condition or such sale or disposition, as applicable, is as a result of a transaction permitted under the Credit Agreement. (b) The Administrative Agent shall have no liability whatsoever to any Creditor Party as a result of any release of any Guarantor by it in accordance with (or which the Administrative Agent in the absence of gross negligence or willful misconduct believes to be in accordance with) this Section 8.