Release of Note Guarantees. (a) A Note Guarantee by a Guarantor shall be automatically and unconditionally released and discharged, and no further action by such Guarantor, the Company or the Trustee or any Holder is required for the release of such Guarantor’s Note Guarantee: (i) if all or substantially all of the assets of such Guarantor are sold or otherwise disposed of (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or any of its Restricted Subsidiaries and such transaction does not violate, to the extent applicable, Section 4.10; or (ii) if the Company designates such Guarantor as an Unrestricted Subsidiary in accordance with Section 4.07; or (iii) if the Company consummates a transaction not prohibited by this Indenture following which such Guarantor is no longer a Restricted Subsidiary; or (iv) if such Guarantor no longer guarantees Indebtedness of the Company under the Credit Agreement, unless an Event of Default has occurred and is continuing; or (v) if the Company exercises its legal defeasance option or covenant defeasance option pursuant to Article 8. (b) At the request and at the expense of the Company, the Trustee shall execute and deliver any instrument reasonably requested evidencing such release.
Appears in 7 contracts
Samples: Indenture (Belden Inc.), Indenture (Belden Inc.), Indenture (Belden Inc.)
Release of Note Guarantees. (a) A Note Guarantee by a Guarantor shall be automatically and unconditionally released and discharged, and no further action by such Guarantor, the Company Issuers or the Trustee or any Holder is required for the release of such Guarantor’s Note Guarantee, in the following circumstances:
(i1) if in connection with any sale, transfer or other disposition of all or substantially all of the assets of such that Guarantor are sold or otherwise disposed of (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or any a Restricted Subsidiary of its Restricted Subsidiaries and such transaction the Company, if the sale or other disposition does not violate, to the extent applicable, violate Section 4.10; or4.10 hereof;
(ii2) in connection with any sale, transfer or other disposition of all of the Capital Stock of that Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company, if the sale or other disposition does not violate Section 4.10 hereof;
(3) if the Company designates such any Restricted Subsidiary of the Company that is a Guarantor as to be an Unrestricted Subsidiary of the Company in accordance with Section 4.074.17 hereof or if any Restricted Subsidiary is no longer required to be a Guarantor pursuant to Section 4.15 hereof; or
(iii4) if upon the Company consummates a transaction not prohibited exercise of Legal Defeasance by this Indenture following which such Guarantor is no longer a Restricted Subsidiary; or
(iv) if such Guarantor no longer guarantees Indebtedness of the Company under the Credit Agreement, unless an Event of Default has occurred and is continuing; or
(v) if the Company exercises its legal defeasance option Issuers or covenant defeasance option pursuant to Article 8.
(b) At the request XI hereof; and at the expense in connection with such release, either of the Company, Issuers shall deliver to the Trustee shall execute an Officers’ Certificate of such Guarantor confirming the effective date of such release and deliver any instrument reasonably requested evidencing stating that all conditions precedent provided for in this Indenture relating to such releasetransaction have been complied with.
Appears in 2 contracts
Samples: Indenture (Nationstar Sub1 LLC), Indenture (Nationstar Sub2 LLC)
Release of Note Guarantees. (a) A Note Guarantee by a Guarantor shall be automatically and unconditionally released and discharged, and no further action by such Guarantor, the Company or the Trustee or any Holder is required for the release of such Guarantor’s Note Guarantee:
(i) if all or substantially all of the assets of such Guarantor are sold or otherwise disposed of (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or any of its Restricted Subsidiaries and such transaction does not violate, to the extent applicable, Section 4.10; or
(ii) if the Company designates such Guarantor as an Unrestricted Subsidiary in accordance with Section 4.07; or
(iii) if the Company consummates a transaction not prohibited by this Indenture following which such Guarantor is no longer a Restricted Subsidiary; or
(iv) if such Guarantor no longer guarantees Indebtedness of the Company under the Credit AgreementAgreements, unless an Event of Default has occurred and is continuing; or
(v) if the Company exercises its legal defeasance option or covenant defeasance option pursuant to Article 8.
(b) At the request and at the expense of the Company, the Trustee shall execute and deliver any instrument reasonably requested evidencing such release.
Appears in 1 contract
Samples: Indenture (Belden Inc.)
Release of Note Guarantees. (a) A Note Guarantee by a Guarantor shall be automatically and unconditionally released and discharged, and no further action by such Guarantor, the Company or the Trustee or any Holder is required for the release of such Guarantor’s Note Guarantee:
(i) if all or substantially all of the assets of such Guarantor are sold or otherwise disposed of (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) the Company or any of its Restricted Subsidiaries and such transaction does not violate, to the extent applicable, Section 4.103.09 and Section 4.10 hereof; or
(ii) if the Company designates such Guarantor as an Unrestricted Subsidiary in accordance with Section 4.07; or
(iii) if the Company consummates a transaction not prohibited by this Indenture following which such Guarantor is no longer a Restricted Subsidiary; or
(iv) if such Guarantor no longer guarantees Indebtedness of the Company under the Credit Agreement, unless an Event of Default has occurred and is continuing; or
(v) if the Company exercises its legal defeasance option or covenant defeasance option pursuant to Article 8.
(b) At the request and at the expense of the Company, the Trustee shall execute and deliver any instrument reasonably requested evidencing such release.
Appears in 1 contract
Samples: Indenture (Viavi Solutions Inc.)