Common use of Release of Mortgage Clause in Contracts

Release of Mortgage. Mortgagee agrees to promptly and unconditionally release this Mortgage (subject to the provisions set forth in Section 6(b)) as follows: (a) in the event of a bona fide sale (other than a "sale leaseback" or other similar financing transaction) of the Mortgaged Property to a third party that is not affiliated with Mortgagor, provided that each of the following conditions is satisfied: (i) neither Mortgagor nor any of its respective affiliates continue to use or occupy the Mortgaged Property or any part thereof; (ii) Mortgagor shall consult with Mortgagee prior to such sale and shall obtain Mortgagee's prior written consent with respect to such sale and the sales price (such consent not to be unreasonably withheld); and (iii) all of the proceeds of such sale are applied towards repayment of the Obligations or otherwise applied in compliance with the provisions of Section 6(b) hereof. (b) in the event that Mortgagee is paid in full for all amounts owing (or what shall or may become owing under the Relevant Documents) to Mortgagee by Mortgagor and any of its former affiliated debtors, including the indefeasible payment and satisfaction in full of the Obligations. (c) on December 31, 2014 (or on such earlier date as permitted under and pursuant to the provisions of Section 6(b) hereof); provided, however, that if on such date, any amount secured by this Mortgage has not been indefeasibly paid in full, then this Mortgage shall be deemed amended to extend the term hereof until such obligations are so paid.

Release of Mortgage. Mortgagee agrees to promptly and unconditionally release this Mortgage (subject to the provisions set forth in Section 6(b)) as follows: (a) in the event of a bona fide sale (other than a "sale leasebackSALE LEASEBACK" or other similar financing transaction) of the Mortgaged Property to a third party that is not affiliated with Mortgagor, provided that each both of the following conditions is are satisfied: (i) neither Mortgagor nor any of its respective affiliates continue to use or occupy the Mortgaged Property or any part thereof; (ii) Mortgagor shall consult with Mortgagee prior to such sale and shall obtain Mortgagee's prior written consent with respect to such sale and the sales price (such consent not to be unreasonably withheld); and (iii) all of the proceeds of such sale are applied towards repayment of the Obligations Obligations, notwithstanding the fact that the Obligations, or otherwise applied in compliance with the provisions of Section 6(b) hereofa portion thereof, may not then be due and payable. (b) in the event that Mortgagee is paid in full for all amounts owing (or what shall or may become owing under the Relevant Documents) to Mortgagee by Mortgagor and any of its former affiliated debtors, including the indefeasible payment and satisfaction in full of the Obligations. (c) on December 31, 2014 (and no amount is then owing by one or on such earlier date as permitted under and more of the foregoing to Mortgagee pursuant to the provisions of Section 6(b) hereof); providedIndenture, however, that if on such date, the Notes or any amount secured by this Mortgage has not been indefeasibly paid in full, then this Mortgage shall be deemed amended to extend the term hereof until such obligations are so paidother Relevant Documents.

Release of Mortgage. Mortgagee If all of the secured indebtedness be ------------------- paid as the same becomes due and payable, all other requirements of the Credit Agreement are satisfied and all of the covenants, warranties, undertakings and agreements made in this Mortgage are kept and performed, and if neither the Mortgagor nor any Lender is bound to the other or to any third person to permit any obligation or secured indebtedness to be incurred then or thereafter, then, upon sixty (60) days prior written notice (or such lesser number of days as may be mandated by applicable law), the Mortgagor may request that this Mortgage be terminated. Upon such termination the Mortgagor may further request that a written act of release of this Mortgage be provided (except this Mortgage shall be reinstated to the extent expressly provided herein, and will continue with respect to indemnification and other rights which are to continue following the release hereof). Agent agrees to promptly and unconditionally deliver such an act of release this Mortgage (subject to the provisions set forth in Section 6(bforegoing limitation), all at the cost and expense of the Mortgagor, within thirty (30) days (or such lesser number of days as follows: (a) in the event of a bona fide sale (other than a "sale leaseback" or other similar financing transactionmay be mandated by applicable law) of the Mortgaged Property receiving such request unless Agent in good faith, has cause to believe that Mortgagor is not entitled to a third party termination of this Mortgage. Notwithstanding the foregoing, it is understood and agreed that is not affiliated with Mortgagorcertain indemnifications, and other rights, which are provided herein to continue following the release hereof, shall continue in effect notwithstanding such release; and provided that each of the following conditions if any payment to Lender, or Agent, is satisfied: (i) neither Mortgagor nor held to constitute a preference or a voidable transfer under applicable state or federal laws or if for any of its respective affiliates continue other reason Lender, or Agent, is required to use or occupy the Mortgaged Property or any part thereof; (ii) Mortgagor shall consult with Mortgagee prior to refund such sale and shall obtain Mortgagee's prior written consent with respect to such sale and the sales price (such consent not to be unreasonably withheld); and (iii) all of the proceeds of such sale are applied towards repayment of the Obligations or otherwise applied in compliance with the provisions of Section 6(b) hereof. (b) in the event that Mortgagee is paid in full for all amounts owing (or what shall or may become owing under the Relevant Documents) to Mortgagee by Mortgagor and any of its former affiliated debtors, including the indefeasible payment and satisfaction in full of the Obligations. (c) on December 31, 2014 (or on such earlier date as permitted under and pursuant to the provisions of Section 6(b) hereof); providedpayor thereof or to pay the amount thereof to any third party, however, that if on such date, any amount secured by this Mortgage has not been indefeasibly paid in full, then this Mortgage shall be deemed amended reinstated to extend the term hereof until extent of such obligations are so paidpayment or payments.

Release of Mortgage. Mortgagee agrees to promptly and unconditionally release this Mortgage (subject to the provisions set forth in Section 6(b)) as follows: (a) This Mortgage, the Lien granted hereby and all other security interests granted hereby shall automatically terminate as and to the extent provided in the event of a bona fide sale (other than a "sale leaseback" or other similar financing transactionSection 13.17(b) of the Mortgaged Property to a third party that is not affiliated with Mortgagor, provided that each of the following conditions is satisfied: (i) neither Mortgagor nor any of its respective affiliates continue to use or occupy the Mortgaged Property or any part thereof; (ii) Mortgagor shall consult with Mortgagee prior to such sale and shall obtain Mortgagee's prior written consent with respect to such sale and the sales price Credit Agreement (such consent not to be unreasonably withheldevent, “Security Termination”); and (iii) all of the proceeds of such sale are applied towards repayment of the Obligations or otherwise applied in compliance with the provisions of Section 6(b) hereof. (b) in the event Upon any Disposition by Mortgagor of any Mortgaged Property or Collateral that Mortgagee is paid in full for all amounts owing (or what shall or may become owing permitted under the Relevant Documents) Credit Agreement to Mortgagee by Mortgagor and any person that is not a Credit Party, or, upon the effectiveness of its former affiliated debtors, including any written consent to the indefeasible payment and satisfaction in full release of the ObligationsMortgage or of the security interest granted hereby in any Mortgaged Property or Collateral pursuant to Section 13.1 of the Credit Agreement, the Lien in such Mortgaged Property and the Security Interest in such Collateral shall be automatically released. (c) on December 31, 2014 (In connection with any termination or on such earlier date as permitted under and release pursuant to Section 6.03(a) or (b) above, the provisions Mortgagee shall cause satisfaction and discharge of this Mortgage to be entered upon the record at the expense of Xxxxxxxxx and shall execute and deliver or cause to be executed and delivered such instruments of satisfaction and reassignment as may be reasonably requested by Mortgagor to evidence such termination or release. Any execution and delivery of documents pursuant to this Section 6(b) hereof); provided6.03 shall be without recourse to or representation or warranty by Mortgagee, howeverexcept as to any representations and warranties that the Mortgage has been terminated or released in whole or in part. Mortgagor shall reimburse Mortgagee upon demand for all reasonable and documented costs and out-of-pocket expenses, that if on such dateincluding the reasonable and documented fees, charges and expenses of counsel, incurred by Mortgagee in connection with any amount secured action contemplated by this Mortgage has not been indefeasibly paid in full, then this Mortgage shall be deemed amended to extend the term hereof until such obligations are so paidSection 6.03.

Release of Mortgage. Mortgagee agrees to promptly and unconditionally release this Mortgage (subject to the provisions set forth in Section 6(b)) as follows: (a) This Mortgage and all other security interests granted hereby shall terminate upon termination of the Aggregate Commitments and payment in the event full of a bona fide sale all Loan Obligations (other than a "sale leaseback" or other similar financing transaction) of the Mortgaged Property to a third party that is not affiliated with Mortgagor, provided that each of the following conditions is satisfied: (i) neither Mortgagor nor any of its respective affiliates continue to use or occupy the Mortgaged Property or any part thereof; (ii) Mortgagor shall consult with Mortgagee prior to such sale and shall obtain Mortgagee's prior written consent contingent obligations with respect to which no claim has been asserted) and any Secured Swap Obligations that are due and payable to the extent the Administrative Agent has received written notice that such sale Secured Swap Obligations are due and payable (it being understood that the Administrative Agent will give each counterparty under a Secured Swap Obligation five (5) Business Days’ notice prior to releasing such Liens and the sales price expiration or termination of all Letters of Credit (or other arrangements having been entered into satisfactory to the applicable L/C Issuer to eliminate such consent not to be unreasonably withheldL/C Issuer’s credit exposure with respect thereto); and (iii) all of the proceeds of such sale are applied towards repayment of the Obligations or otherwise applied in compliance with the provisions of Section 6(b) hereof. (b) in the event that Mortgagee is paid in full for all amounts owing (Mortgagor shall be automatically released from its obligations hereunder or what shall or may become owing under the Relevant Documents) Guaranty if such Person ceases to Mortgagee by Mortgagor and any be a Restricted Subsidiary as a result of its former affiliated debtors, including a transaction permitted under the indefeasible payment and satisfaction in full of the ObligationsCredit Agreement. (c) on December 31, 2014 (Upon any sale or on such earlier date as other transfer by Mortgagor of any Property that is permitted under the Credit Agreement (other than to a Loan Party), or upon the effectiveness of any written consent to the release of the mortgage lien and security interests granted hereby in any Property pursuant to Section 10.01 of the provisions of Section 6(b) hereof); providedCredit Agreement, however, that if on the mortgage lien and security interest in such date, any amount secured by this Mortgage has not been indefeasibly paid in full, then this Mortgage Property shall be deemed amended automatically released. (d) In connection with any termination or release pursuant to extend the term hereof until paragraph (a), (b) or (c), Mortgagee shall execute and deliver to Mortgagor, at Mortgagor’s expense, all documents that Mortgagor shall reasonably request to evidence such obligations are so paidtermination or release. Any execution and delivery of documents pursuant to this Section 5.13 shall be without recourse to or warranty by Mortgagee.

Release of Mortgage. Mortgagee agrees to promptly If all of the secured indebtedness be paid as the same becomes due and unconditionally release payable and all of the covenants, warranties, undertakings and agreements made in this Mortgage are kept and performed, and all obligations, if any, of Holder for further advances have been terminated, then, and in that event only, all rights under this Mortgage shall terminate (subject except to the extent expressly provided herein with respect to indemnifications, representations and warranties and other rights which are to continue following the release hereof) and the Mortgaged Property shall become wholly clear of the liens, security interests, conveyances and assignments evidenced hereby, and such liens and security interests shall be released by Xxxxxx in due form at Grantor's cost. Without limitation, all provisions set forth herein for indemnity of Holder or Trustee shall survive discharge of the secured indebtedness and any foreclosure, release or termination of this Mortgage. Grantor acknowledges that this Mortgage and the Loan Documents are cross-defaulted with the Affiliate Loans. Grantor and Holder agree that notwithstanding a default under an Affiliate Loan Document, Holder will permit Grantor, so long as (x) it otherwise satisfies all terms and conditions of the Note and this Mortgage, and (y) that no default otherwise exists under the Security Agreement, the Guaranty, or any other document evidencing or securing the Note, that Grantor will be entitled to secure a release of this Mortgage so long as any applicable requirements of the Security Agreement are met with respect to payment of the proceeds of any sale or refinancing. Provided further however, in Section 6(b)) as followsno event shall Holder be obligated to provide its consent to any proposed release of this Mortgage if any one or more of the following events exist at the time of the request for the proposed Release: (a) in default is existing and uncured under either the event of a bona fide sale (other than a "sale leaseback" Security Agreement or other similar financing transaction) of the Mortgaged Property to a third party that is not affiliated with Mortgagor, provided that each of the following conditions is satisfied: (i) neither Mortgagor nor any of its respective affiliates continue to use or occupy the Mortgaged Property or any part thereof; (ii) Mortgagor shall consult with Mortgagee prior to such sale and shall obtain Mortgagee's prior written consent with respect to such sale and the sales price (such consent not to be unreasonably withheld); and (iii) all of the proceeds of such sale are applied towards repayment of the Obligations or otherwise applied in compliance with the provisions of Section 6(b) hereof.Guaranty; (b) either Grantor, or any of the parties to the Security Agreement or to the Guaranty have either challenged the validity of the Loan or the Affiliate Loans, including but not limited to the covenants contained in the event that Mortgagee is paid Security Agreement, or have instituted either litigation or undertaken any bankruptcy or insolvency action as described in full for all amounts owing (or what shall or may become owing under the Relevant DocumentsSECTION 4.1(d) to Mortgagee by Mortgagor and any of its former affiliated debtors, including the indefeasible payment and satisfaction in full of the Obligationsthis Mortgage. (c) on December 31, 2014 (or on such earlier date as permitted under and pursuant to the provisions of Section 6(b) hereof); provided, however, that if on such date, any amount secured by this Mortgage has not been indefeasibly paid in full, then this Mortgage shall be deemed amended to extend the term hereof until such obligations are so paid.

Release of Mortgage. Mortgagee agrees to promptly and unconditionally release this Mortgage (subject to the provisions set forth in Section 6(b)) as follows: (a) in the event of a bona fide sale (other than a "sale leaseback" or other similar financing transaction) of the Mortgaged Property to a third party that is not affiliated with Mortgagor, provided that At such time at which each of the following conditions is satisfiedevents shall have occurred on or prior to such time: (i) neither Mortgagor nor any the Indebtedness (other than (i) indemnity obligations not yet due and payable of its respective affiliates continue to use or occupy which the Mortgaged Property or any part thereof; Borrower has not received a notice of potential claim), (ii) Mortgagor shall consult any Obligations not then due and payable under any Cash Management Agreement with Mortgagee prior to such sale and shall obtain Mortgagee's prior written consent with respect to such sale and a Lender, an Agent, an Arranger or an Affiliate of any of the sales price (such consent not to be unreasonably withheld); foregoing, and (iii) all of the proceeds of such sale are applied towards repayment of the Obligations or otherwise applied in compliance with the provisions of Section 6(b) hereof. arising under any Secured Hedging Agreement (b) as defined in the event that Mortgagee is Guarantee and Collateral Agreement) with any Secured Hedge Provider (as defined in the Guarantee and Collateral Agreement) to which other arrangements satisfactory to the applicable Loan Party and the applicable Secured Hedge Provider have been made) are paid in full for in cash (including interest accruing during the pendency of an insolvency or liquidation proceeding, regardless of whether allowed or allowable in such insolvency or liquidation proceeding) and premium, if any, on all amounts owing (or what shall or may become owing Loans outstanding under the Relevant DocumentsCredit Agreement and (ii) the Credit Agreement is terminated (“Security Termination”), Mortgagee shall forthwith cause satisfaction and discharge of this Mortgage to Mortgagee by be entered upon the record at the expense of Mortgagor and any shall execute and deliver or cause to be executed and delivered such instruments of its former affiliated debtorssatisfaction and reassignment as may be appropriate. Otherwise, including the indefeasible payment and satisfaction in full of the Obligations. (c) on December 31, 2014 (or on such earlier date as permitted under and pursuant to the provisions of Section 6(b) hereof); provided, however, that if on such date, any amount secured by this Mortgage has not been indefeasibly paid in full, then this Mortgage shall remain and continue in full force and effect. If any of the Collateral or Mortgaged Property shall be deemed amended sold, transferred or otherwise disposed of by the Mortgagor in a transaction expressly permitted by the Credit Agreement, then the Mortgagee, at the request and sole cost and expense of the Mortgagor, shall execute and deliver to extend the term hereof until Mortgagor all releases or other documents necessary or reasonably desirable for the release of the liens and security interest created hereby on such obligations are Collateral or Mortgaged Property permitted to be so paidsold or disposed.

Release of Mortgage. Mortgagee If all of the secured indebtedness be paid as the same becomes due and payable, the Revolving Commitments under the Credit Agreement shall have been terminated and the Revolving Loans thereunder (with accrued interest thereon) and all other amounts owing thereunder and the other Loan Documents (as defined in the Credit Agreement) (including all amounts of L/C Obligations (as defined in the Credit Agreement), whether or not the beneficiaries of the then outstanding Letters of Credit (as defined in the Credit Agreement) shall have presented the documents required thereunder) shall have been paid in full and all of the covenants, warranties, undertakings and agreements made in this Mortgage are kept and performed, and if neither the Borrower nor any Lender is bound to the other or required to refund such payment to the payor thereof to any third person to permit any obligation or secured indebtedness to be incurred then or thereafter, then, upon sixty (60) days prior written notice (or such lesser number of days as may be mandated by applicable law), the Borrower may request that this Mortgage be terminated. Upon such termination the Borrower may further request that a written act of release of this Mortgage be provided (except this Mortgage shall be reinstated to the extent expressly provided herein, and will continue with respect to indemnification and other rights which are to continue following the release hereof). Agent agrees to promptly and unconditionally deliver such an act of release this Mortgage (subject to the provisions set forth in Section 6(bforegoing limitation), all at the cost and expense of the Mortgagor, within sixty (60) days (or such lesser number of days as follows: (a) in the event of a bona fide sale (other than a "sale leaseback" or other similar financing transactionmay be mandated by applicable law) of the Mortgaged Property receiving such request unless Agent in good faith, has cause to believe that Mortgagor is not entitled to a third party termination of this Mortgage. Notwithstanding the foregoing, it is understood and agreed that is not affiliated with Mortgagorcertain indemnifications, and other rights, which are provided herein to continue following the release hereof, shall continue in effect notwithstanding such release of such payment or payments; and provided that each of the following conditions if any payment to Lender, Agent, Syndication Agent or Lead Arranger, is satisfied: (i) neither Mortgagor nor held to constitute a preference or a voidable transfer under applicable state or federal laws or if for any of its respective affiliates continue other reason Lender, Agent, Syndication Agent or Lead Arranger is required to use or occupy the Mortgaged Property or any part thereof; (ii) Mortgagor shall consult with Mortgagee prior to refund such sale and shall obtain Mortgagee's prior written consent with respect to such sale and the sales price (such consent not to be unreasonably withheld); and (iii) all of the proceeds of such sale are applied towards repayment of the Obligations or otherwise applied in compliance with the provisions of Section 6(b) hereof. (b) in the event that Mortgagee is paid in full for all amounts owing (or what shall or may become owing under the Relevant Documents) to Mortgagee by Mortgagor and any of its former affiliated debtors, including the indefeasible payment and satisfaction in full of the Obligations. (c) on December 31, 2014 (or on such earlier date as permitted under and pursuant to the provisions of Section 6(b) hereof); providedpayor thereof or to pay the amount thereof to any third party, however, that if on such date, any amount secured by this Mortgage has not been indefeasibly paid in full, then this Mortgage shall be deemed amended reinstated to extend the term hereof until extent of such obligations are so paidpayment or payments."