Release of Liens and Guarantees. A Subsidiary that is a Loan Party shall automatically be released from its obligations under the Loan Documents, and all security interests created by the Loan Documents in Collateral owned by such Loan Party shall be automatically released, upon the consummation of any transaction permitted by this Agreement as a result of which such Loan Party ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. Upon any sale or other transfer by any Loan Party (other than to a Borrower or any other Loan Party) of any Collateral in a transaction permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Document in any Collateral pursuant to Section 10.01, the security interests in such Collateral created by the Loan Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to the relevant Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.
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Samples: Credit Agreement (Velti PLC)
Release of Liens and Guarantees. A Subsidiary that is a Loan Party (other than the Borrower) shall automatically be released from its obligations under the Loan Documents, and all security interests created by the Loan Security Documents in Collateral owned by such Subsidiary Loan Party shall be automatically released, upon the consummation of any transaction permitted by this Agreement as a result of which such Subsidiary Loan Party ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. Upon any sale or other transfer by any Loan Party (other than to a the Parent, the Borrower or any other Subsidiary Loan Party) of any Collateral in a transaction permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Security Document in any Collateral pursuant to Section 10.019.02, the security interests in such Collateral created by the Loan Security Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to the relevant any Loan Party, at such Loan Party’s 's expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.
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Release of Liens and Guarantees. A Subsidiary that is a Loan Party Guarantor shall automatically be released from its obligations under the Loan Documents, and all security interests created by the Loan Documents in Collateral owned by such Loan Party shall be automatically released, upon the consummation of any transaction permitted by this Agreement as a result of which such Loan Party Subsidiary Guarantor ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. Upon any sale or other transfer disposition (other than any lease or license) by any Loan Party (other than to a the Borrower or any other Loan PartySubsidiary) of any Collateral in a transaction permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Collateral Document in any Collateral pursuant to Section 10.019.02, the security interests in such Collateral created by the Loan Collateral Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to the relevant any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or releaserelease in accordance with Section 9.02. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.
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Samples: Credit Agreement (Endo Pharmaceuticals Holdings Inc)
Release of Liens and Guarantees. A Subsidiary that is a Loan Party (other than any Borrower) shall be automatically be released from its obligations under the Loan Documents, Documents and all security interests in the Collateral of such Subsidiary Loan Party created by the Loan Documents in Collateral owned by such Loan Party shall be automatically released, released upon the consummation of any transaction permitted by this Agreement as a result of which (a) such Subsidiary Loan Party ceases to be a Subsidiary; provided that, if so required Subsidiary and (b) any Guarantee by this Agreement, such Subsidiary Loan Party of the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwiseSenior Notes is released. Upon any sale sale, lease, transfer or other transfer Disposition by any Loan Party (other than to a Borrower or any other Loan Party) of any Collateral in a transaction that is permitted under this AgreementAgreement to any Person other than the Company or a Subsidiary or Affiliate of the Company, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Document in any Collateral pursuant to Section 10.01, the security interests in such Collateral created by the Loan Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent Agent, upon receipt of any certificates or other documents reasonably requested by it to confirm compliance with this Agreement, shall promptly execute and deliver to the relevant any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant The Lenders hereby irrevocably authorize the Administrative Agent to take all actions specified in this Section shall be without recourse to or warranty by the Administrative Agent9.18.
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Samples: Credit Agreement (Tyson Foods Inc)
Release of Liens and Guarantees. A Subsidiary that is a Loan Party shall automatically be released from its obligations under the Loan Documents, and all security interests created by the Loan Documents in Collateral owned by such Loan Party shall be automatically released, upon the consummation of any transaction permitted by this Agreement as a result of which such Subsidiary Loan Party ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. Upon any sale or other transfer by any Loan Party (other than to a the Borrower or any other Loan PartySubsidiary or any of their Related Parties) of any Collateral in a transaction permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Security Document in any Collateral pursuant to Section 10.019.02, the security interests in such Collateral created by the Loan Security Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to the relevant any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Cephalon Inc)
Release of Liens and Guarantees. A Subsidiary that is a Loan Party shall automatically be released from its obligations under the Loan Documents, Documents and all security interests created by the Loan Documents in Collateral owned by such Loan Subsidiary Party shall be automatically released, released upon the consummation of any transaction permitted by this Agreement as a result of which such Subsidiary Loan Party ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall did not have provided provide otherwise. Upon any sale or other transfer by any Subsidiary Loan Party (other than to a Borrower the Borrower, any other Subsidiary or any other Loan Partyof their Affiliates) of any Collateral in a transaction that is permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created granted under any Loan Document in any Collateral pursuant to Section 10.019.02 of this Agreement, the security interests interest in such Collateral created by the Loan Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to the relevant any Subsidiary Loan Party, at such Subsidiary Loan Party’s 's expense, all documents that such Subsidiary Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.
Appears in 1 contract
Release of Liens and Guarantees. A Subsidiary that is a Loan Party Guarantor shall automatically be released from its obligations under the Loan Credit Documents, and all security interests created by the Loan Security Documents in Collateral owned by such Loan Party Subsidiary Guarantor shall be automatically released, upon the consummation of any transaction permitted by this Agreement as a result of which such Loan Party Subsidiary Guarantor ceases to be a Restricted Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. Upon any sale or other transfer by any Loan Credit Party (other than to a the Borrower or any other Loan Credit Party) of any Collateral in a transaction permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Security Document in any Collateral pursuant to Section 10.019.02, the security interests in such Collateral created by the Loan Collateral Documents shall be automatically released. In connection with any termination or release pursuant to this SectionSection 9.17, the Administrative Agent shall execute and deliver to the relevant Loan any Credit Party, at such Loan Credit Party’s expense, all documents that such Loan Credit Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 9.17 shall be without recourse to or warranty by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Welbilt, Inc.)
Release of Liens and Guarantees. A Subsidiary that is a Loan Party (other than the Borrower) shall automatically be released from its obligations under the Loan Documents, and all security interests created by the Loan Security Documents in Collateral owned by such Subsidiary Loan Party shall be automatically released, upon the consummation of any transaction permitted by this Agreement as a result of which such Subsidiary Loan Party ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. Upon any sale or other transfer by any Loan Party (other than to a the Parent, the Borrower or any other Subsidiary Loan Party) of any Collateral in a transaction permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Security Document in any Collateral pursuant to Section 10.019.02, the security interests in such Collateral created by the Loan Security Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to the relevant any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (CyrusOne Inc.)
Release of Liens and Guarantees. A 3.A Subsidiary that is a Loan Party shall automatically be released from its obligations under the Loan Documents, and all security interests created by the Loan Security Documents in Collateral owned by such Subsidiary Loan Party shall be automatically released, upon the consummation of any transaction permitted by this Agreement as a result of which such Subsidiary Loan Party ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. Upon any sale or other transfer by any Loan Party (other than to a the Borrower or any other Loan PartySubsidiary) of any Collateral in a transaction permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Security Document in any Collateral pursuant to Section 10.019.02, the security interests in such Collateral created by the Loan Security Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to the relevant any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Shutterfly Inc)
Release of Liens and Guarantees. A Subsidiary that is a Loan Party Guarantor shall automatically be released from its obligations under the Loan Documents, and all security interests created by the Loan Security Documents in Collateral owned by such Loan Party Subsidiary Guarantor shall automatically be automatically released, upon the consummation of any transaction permitted by this Agreement as a result of which such Loan Party Subsidiary Guarantor ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Majority Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. Upon any sale or other transfer by any Loan Party (other than to a Borrower Parent, EnergySolutions or any other Loan Partyof their respective Subsidiaries) of any Collateral in a transaction permitted under this Agreement, or upon the effectiveness of any written consent to the release of the security interest created under any Loan Security Document in any Collateral pursuant to Section 10.0110.10, the security interests in such Collateral created by the Loan Security Documents shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to the relevant any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 10.11 shall be without recourse to or warranty by the Administrative Agent.
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