Common use of Release of Note Guarantees Clause in Contracts

Release of Note Guarantees. (a) A Note Guarantee by a Guarantor shall be automatically and unconditionally released and discharged, and such Note Guarantee shall thereupon terminate and be discharged and of no further force and effect, and no further action by such Guarantor, the Company or the Trustee shall be required for the release of such Guarantor’s Note Guarantee: (1) (A) upon the merger or consolidation of such Guarantor with and into either the Company or any other Guarantor that is the surviving person in such merger or consolidation, or upon the liquidation of such Guarantor following or concurrently with the transfer of all or substantially all of its assets to either the Company or another Guarantor (and, if applicable, any minority stockholders of such Guarantor on a pro rata basis according to their ownership interests in such Guarantor); or

Release of Note Guarantees. (a) A Note Guarantee by a Guarantor shall be automatically and unconditionally released and discharged, and such Note Guarantee shall thereupon terminate and be discharged and of no further force and effect, and no further action by such Guarantor, the Company or the Trustee shall be required for the release of such Guarantor’s Note Guarantee: (1) (A) upon the concurrently with any sale, exchange, disposition or transfer (by merger or consolidation otherwise) of such Guarantor with and into either the Company or (x) any other Guarantor that is the surviving person in such merger or consolidation, or upon the liquidation Equity Interests of such Guarantor following which such Guarantor is no longer a Subsidiary of the Company or concurrently with the transfer of (y) all or substantially all of its the properties and assets to either the Company or another Guarantor (and, if applicable, any minority stockholders of such Guarantor on to a pro rata basis according to their ownership interests in such Guarantor); orPerson that is not a Subsidiary of the Company;