Release of Liens and Claims Sample Clauses

Release of Liens and Claims. To the fullest extent provided under section 1141(c) and other applicable provisions of the Bankruptcy Code, except as otherwise provided herein (including, without limitation, Article V.D of this Plan), in the Confirmation Order, or in any contract, instrument, release or other agreement or document entered into or delivered in connection with this Plan, on the Effective Date and concurrently with the applicable distributions made pursuant to Article VII hereof, all Liens, Claims, mortgages, deeds of trust, or other security interests against the assets or property of the Debtors or the Estates shall be fully released, canceled, terminated, extinguished and discharged, in each case without further notice to or order of the Bankruptcy Court, act or action under applicable law, regulation, order, or rule or the vote, consent, authorization or approval of any Person or Entity. The filing of the Confirmation Order with any federal, state, or local agency or department shall constitute good and sufficient evidence of, but shall not be required to effect, the termination of such Liens, Claims and other interests to the extent provided in the immediately preceding sentence. Any Person or Entity holding such Liens, Claims or interests shall, pursuant to section 1142 of the Bankruptcy Code and in the case of any DIP Liens at the sole cost and expense of the Reorganized Debtors, promptly execute and deliver to the Reorganized Debtors such instruments of termination, release, satisfaction and/or assignment (in recordable form) as may be reasonably requested by the Reorganized Debtors.
Sample 1Sample 2See All (6)
AutoNDA by SimpleDocs
Release of Liens and Claims. Should at any time during the course of construction or after substantial completion and occupancy a claim be made or lien or personal liability notice filed against the OWNER or the property of the OWNER or project in question by any subcontractor, supplier, laborer, or materialman of the CONTRACTOR or CONTRACTOR’S sub-contractor, claiming that funds are owed to that party by the CONTRACTOR as a result of work performed or material supplied on this project or otherwise, CONTRACTOR hereby agrees to immediately defend and hold harmless OWNER from all such claims, demands or lien applications and take all actions necessary to defend and otherwise protect the OWNER and its property from such claims and liens, including but not limited to the immediate removal of any liens from title to the property by securing said liens with a cash deposit, property bond, or commercial surety bond. The cost of any such lien removal or defense of claims made against the OWNER or its property shall be at the expense of the CONTRACTOR, including all costs of any such bond, or legal fees, accounting fees or other expenses associated with defense of these claims. In addition, in the event a claim is made against, or a lien or personal liability is filed against OWNER or the property by a subcontractor, supplier, laborer or materialman for any portion of the Authorized Work covered by an Application for Payment and such claim or lien is not released or bonded within ten (10) days after OWNER provides written notice to CONTRACTOR, OWNER, without obligation to do so and without prejudice to any other remedy it may have, may at its option make payment directly to such subcontractor, materialman, supplier, or laborer for the Authorized Work covered by an Application for Payment by CONTRACTOR and pay only the balance of the amount represented on the Application for Payment by CONTRACTOR and pay only the balance of the amount represented on the Application for Payment to CONTRACTOR after deducting the amounts paid to such subcontractor, materialman, supplier, or laborer. In the event a claim is made against, or a lien, or personal liability is filed against the property by a subcontractor, materialman, supplier, or laborer for any portion of the Authorized Work not identified by a pay request from the CONTRACTOR, and such lien or personal liability notice is not released or bonded within ten (10) days after OWNER provides written notice to CONTRACTOR, OWNER, without obligation to do so ...
Sample 1Sample 2
Release of Liens and Claims. 3.6.2.3 Affidavit of payment of Debts and Claims.
Sample 1
Release of Liens and Claims. As a condition of final payment, the Contractor shall submit to the Owner's Authorized Representative a notarized Release of Xxxxx and Claims Form, which states that all Subcontractors and suppliers have been paid in full, all disputes with property owners have been resolved, all obligations on the Project have been satisfied, all monetary claims and indebtedness have been paid, and that, to the best of the Contractor's knowledge, there are no claims of any kind outstanding against the Project. The Contractor shall indemnify, defend (with counsel of Owner's choice) and hold harmless the Owner from all claims for labor and materials finished under this Contract. The Contractor shall furnish complete and valid releases or waivers, satisfactory to the Owner, of all liens arising out of or filed in connection with the Work.
Sample 1
Release of Liens and Claims. Seller shall promptly pay each subcontractor the amount to which it is entitled and Seller shall require each subcontractor to similarly make prompt payments to each of its subcontractors. Upon request, Seller shall furnish Chemours with a final executed release of liens and claims as provided by Chemours. If any lien is filed or remains unsatisfied, Seller shall indemnify Chemours for all costs incurred in discharging such lien. At any time, Chemours may require, at its option, an executed partial release of liens and claims from Seller or any lower tier subcontractor or supplier before further payment is made.
Sample 1
Release of Liens and Claims. SELLER will furnish to PERSONALIS a complete release of liens and claims at intervals requested by PERSONALIS and before final payment is made. If any lien is filed or remains unsatisfied after final payment, SELLER will indemnify PERSONALIS and its affiliates for all costs incurred in discharging such lien.
Sample 1
Release of Liens and Claims 
Sample 1Sample 2
AutoNDA by SimpleDocs

Related to Release of Liens and Claims

  • Release of Liens In the event of (A) any private or public sale of all or any portion of the Collateral in connection with any Exercise of Secured Creditor Remedies by or with the consent of the Senior Priority Representative, (B) any sale, transfer or other disposition of all or any portion of the Collateral other than in connection with any Exercise of Secured Creditor Remedies, so long as such sale, transfer or other disposition is then permitted by the Senior Priority Documents, or (C) the release of the Senior Priority Secured Parties’ Liens on all or any portion of the Collateral which release under clause (C) shall have been approved by all of the requisite Senior Priority Secured Parties (as determined pursuant to the applicable Senior Priority Documents), in the case of clauses (B) and (C) only to the extent occurring prior to the Discharge of Senior Priority Obligations and not in connection with a Discharge of Senior Priority Obligations (and irrespective of whether an Event of Default has occurred), each Junior Priority Agent agrees, for and on behalf of itself and the Junior Priority Creditors represented thereby, that (x) so long as (1) the net cash proceeds of any such sale, if any, described in clause (A) above are applied as provided in Section 4.01 hereof and (2) there is a corresponding release of the Liens securing the Senior Priority Obligations, such sale or release will be free and clear of the Liens on such Collateral securing the Junior Priority Obligations and (y) such Junior Priority Secured Parties’ Liens with respect to the Collateral so sold, transferred, disposed or released shall terminate and be automatically released without further action. In furtherance of, and subject to, the foregoing, each Junior Priority Agent agrees that it will execute any and all Lien releases or other documents reasonably requested by any Senior Priority Agent in connection therewith, so long as the net cash proceeds, if any, from such sale described in clause (A) above of such Collateral are applied in accordance with the terms of this Agreement. Each Junior Priority Agent hereby appoints the Senior Priority Representative and any officer or duly authorized person of the Senior Priority Representative, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power of attorney in the place and stead of such Junior Priority Agent and in the name of such Junior Priority Agent or in the Senior Priority Representative’s own name, from time to time, in the Senior Priority Representative’s sole discretion, for the purposes of carrying out the terms of this paragraph, to take any and all appropriate action and to execute and deliver any and all documents and instruments as may be necessary or desirable to accomplish the purposes of this paragraph, including any financing statements, endorsements, assignments, releases or other documents or instruments of transfer (which appointment, being coupled with an interest, is irrevocable). Until the Discharge of Senior Priority Obligations, to the extent that the Senior Priority Secured Parties (i) have released any Lien on Collateral and any such Lien is later reinstated or (ii) obtain any new Senior Priority Liens, then the Junior Priority Secured Parties shall at the time of such reinstatement or new Senior Priority Liens be granted a Junior Priority Lien on any such Collateral.

  • Release of Liens and Guarantees In the event that any Loan Party conveys, sells, leases, assigns, transfers or otherwise disposes of all or any portion of its assets (including the Equity Interests of any of its Subsidiaries) to a Person that is not (and is not required to become) a Loan Party in a transaction not prohibited by the Loan Documents, the Administrative Agent and the Collateral Agent shall promptly (and the Lenders hereby authorize the Administrative Agent and the Collateral Agent to) take such action and execute any such documents as may be reasonably requested by the Borrower and at the Borrower’s expense to release any Liens created by any Loan Document in respect of such Equity Interests or assets that are the subject of such disposition and to release any guarantees of the Obligations, and any Liens granted to secure the Obligations, in each case by a Person that ceases to be a Subsidiary of the Borrower as a result of a transaction described above. Any representation, warranty or covenant contained in any Loan Document relating to any such Equity Interests or assets shall no longer be deemed to be made once such Equity Interests or assets are so conveyed, sold, leased, assigned, transferred or disposed of. The Security Documents, the guarantees made therein, the Security Interest (as defined therein) and all other security interests granted thereby shall terminate, and each Loan Party shall automatically be released from its obligations thereunder and the security interests in the Collateral granted by any Loan Party shall be automatically released, when all the Obligations are paid in full in cash and Commitments are terminated (other than (A) contingent indemnification obligations, (B) obligations and liabilities under Secured Cash Management Agreements and Secured Swap Agreements and (C) obligations and liabilities under Revolving Letters of Credit as to which arrangements satisfactory to the Issuing Banks shall have been made). At such time, the Administrative Agent and the Collateral Agent agree to take such actions as are reasonably requested by the Borrower at the Borrower’s expense to evidence and effectuate such termination and release of the guarantees, Liens and security interests created by the Loan Documents.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!