Common use of Release of Portions of Collateral Clause in Contracts

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Agent shall, at the request of a Grantor, release any or all of the Collateral of such Grantor, provided that (i) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 of the Credit Agreement, all of the applicable Lenders) and (ii) the proceeds of such Collateral are to be applied as required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a), it shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a). In the event that any part of the Collateral is released as provided in Section 9.08(a), the Administrative Agent, at the request and expense of a Grantor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.08.

Release of Portions of Collateral. (a) So long as no Default or Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Agent shall, at the request of a GrantorPledgor, release any or all of the Collateral of such GrantorPledgor, provided that (i) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 10.5 or Section 10.6 of the Credit Agreement or if such assets would no longer be required to be pledged hereunder or under the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 13.2 of the Credit Agreement, all of the applicable Lenders) and (ii) if applicable, the proceeds of such Collateral are to be applied as required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor Pledgor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a), it shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a). In the event that any part of the Collateral is released as provided in Section 9.08(a38(a), the Administrative Agent, at the request and expense of a GrantorPledgor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) Pledgor such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Pledge Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.08.

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Agent shall, at the request of a Grantor, release any or all of the Collateral of such Grantor, provided that (ix) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 9.2 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 12.11 of the Credit Agreement, all of the applicable Lenders, or all of the Lenders (other than any Defaulting Lender), as applicable) and (iiy) the proceeds of such Collateral are to be applied as required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a9.9(a), it shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a9.9(a). In the event that any part of the Collateral is released as provided in Section 9.08(a9.9(a), the Administrative Agent, at the request and expense of a Grantor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.089.9.

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Agent shall, at the request of a Grantor, release any or all of the Collateral of such Grantor, provided that (ix) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 9.2(c) of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 13.11 of the Credit Agreement, all of the applicable Lenders, or all of the Lenders (other than any Defaulting Lender), as applicable) and (iiy) the proceeds of such Collateral are to be applied as required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a9.8(a), it shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a9.8(a). In the event that any part of the Collateral is released as provided in Section 9.08(a9.8(a), the Administrative Agent, at the request and expense of a Grantor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.089.8.

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Collateral Agent shall, at the request of a GrantorPledgor, release any or all of the Collateral of such GrantorPledgor, provided that (ix) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 section 9.2 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 section 12.12 of the Credit Agreement, all of the applicable Lenders, or all of the Lenders (other than any Defaulting Lender), as applicable) and (iiy) the proceeds of such Collateral are to be applied as required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor Pledgor desires that the Administrative Collateral Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(asection 10.10(a), it shall deliver to the Administrative Collateral Agent a certificate signed by a principal executive officer of such Pledgor stating that the release of the respective Collateral is permitted pursuant to Section 9.08(asection 10.10(a). In the event that any part of the Collateral is released as provided in Section 9.08(asection 10.10(a), the Administrative Collateral Agent, at the request and expense of a GrantorPledgor, will duly release such Collateral and assign, transfer and deliver to such Grantor Pledgor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Collateral Agent and has not theretofore been released pursuant to this Agreement. The Administrative Collateral Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.08section 10.

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Agent shall, at the request and sole cost and expense of a Grantor, take reasonable actions to release any or all of the Collateral of such Grantor, provided that (ix) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 9.2(iii) of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 13.11 of the Credit Agreement, all of the applicable Lenders, or all of the Lenders (other than any Defaulting Lender), as applicable) and (iiy) the proceeds of such Collateral are to be applied as required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a9.8(a), it shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a9.8(a). In the event that any part of the Collateral is released as provided in Section 9.08(a9.8(a), the Administrative Agent, at the request and sole cost and expense of a Grantor, will take reasonable actions to duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.089.8.

Release of Portions of Collateral. (a) So long as no Default or Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Agent shall, at the request of a GrantorPledgor, release any or all of the Collateral of such GrantorPledgor, provided that (i) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 10.5 or Section 10.6 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 13.2 of the Credit Agreement, all of the applicable Lenders) and (ii) if applicable, the proceeds of such Collateral are to be applied as required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor Pledgor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a), it shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a). In the event that any part of the Collateral is released as provided in Section 9.08(a38(a), the Administrative Agent, at the request and expense of a GrantorPledgor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) Pledgor such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Pledge Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.08.CHAR2\0000000x0 CHAR2\0000000x0

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the The Administrative Agent shall, at the request of a Grantor, release any or all of the Collateral of such Grantor and, at the request and sole expense of such Grantor, shall execute and deliver to such Grantor (without recourse and without any representation or warranty) all releases or other documents reasonably necessary or desirable for the release of the Liens created hereby on such Collateral, provided that (i) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 of the Credit Agreement, all of the applicable Lenders, or all of the Lenders (other than any Defaulting Lender), as applicable) and provided further, that in the event of any disposition by Holdings of Equity Interests of the Borrower, Holdings shall cause the Person to whom such deposit is made to execute and deliver all documents reasonably required by the Administrative Agent to grant and perfect the Administrative Agent’s security interest in such Equity Interests (iiand failure to do so shall constitute an Event of Default under Section 8.01(g) of the proceeds Credit Agreement. At the request and sole expense of the Borrower, a Subsidiary Guarantor shall be released from its obligations hereunder in the event that all the Equity Interests of such Collateral are to Subsidiary Guarantor shall be applied as required pursuant to sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement or any consent or waiver entered into with respect thereto.Agreement; (b) At Upon the request of the Administrative Agent, at any time that a Grantor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a9.8(a), it such Grantor shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a)the Credit Agreement. In the event that any part of the Collateral is released as provided in Section 9.08(a9.8(a), the Administrative Agent, at the request and expense of a Grantor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.089.8.

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Collateral Agent shall, at the request of a Grantor, release any or all of the Collateral of such Grantor, provided that (i) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if (i) the proposed transaction constitutes an exception contained in Section 7.02 of the Credit Agreement or (ii) such release is permitted by and made in accordance with Section 2.20 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 11.11 of the Credit Agreement, all of the applicable Lenders) and , or all of the Lenders (ii) the proceeds of such Collateral are to be applied other than any Defaulting Lender), as required pursuant to the Credit Agreement or any consent or waiver entered into with respect theretoapplicable). (b) At any time that a Grantor desires that the Administrative Collateral Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a10.9(a), it shall deliver to the Administrative Collateral Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a10.9(a). In the event that any part of the Collateral is released as provided in Section 9.08(a10.9(a), the Administrative Collateral Agent, at the request and expense of a the applicable Grantor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Collateral Agent and has not theretofore been released pursuant to this Agreement. The Administrative Collateral Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.0810.9.

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Agent shall, at the request of a Grantor, release any or all of the Collateral of such Grantor, provided that (i) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “"permitted by the terms of the Credit Agreement” " if the proposed transaction constitutes an exception contained in Section 7.02 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 of the Credit Agreement, all of the applicable Lenders) and (ii) the proceeds of such Collateral are to be applied as required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a), it shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a). In the event that any part of the Collateral is released as provided in Section 9.08(a), the Administrative Agent, at the request and expense of a Grantor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.08.

Release of Portions of Collateral. (a) So long as no Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Agent shall, at the request of a Grantor, release any or all of the Collateral of such Grantor, provided that (i) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if the proposed transaction constitutes an exception contained in Section 7.02 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 of the Credit Agreement, all of the applicable Lenders) and (ii) the proceeds of such Collateral are to be applied as if and to the extent required pursuant to the Credit Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor desires that the Administrative Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a), it shall deliver to the Administrative Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a). In the event that any part of the Collateral is released as provided in Section 9.08(a), the Administrative Agent, at the request and expense of a Grantor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Agent and has not theretofore been released pursuant to this Agreement. The Administrative Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.08.

Release of Portions of Collateral. (a) So long as no Default Event of Default is in existence or would exist after the application of proceeds as provided below, the Administrative Collateral Agent shall, at the request of a Grantor, release any or all of the Collateral of such Grantor, provided that (ix) such release is permitted by the terms of the Credit Agreement (it being agreed for such purposes that a release will be deemed “permitted by the terms of the Credit Agreement” if (i) the proposed transaction constitutes an exception contained in Section 7.02 of the Credit Agreement or (ii) such release is permitted by and made in accordance with Section 2.20 of the Credit Agreement) or otherwise has been approved in writing by the Required Lenders (or, to the extent required by Section 11.12 11.11 of the Credit Agreement, all of the applicable Lenders, or all of the Lenders (other than any Defaulting Lender), as applicable) and (iiy) the proceeds of such Collateral Collateral, to the extent there are any such proceeds, are to be applied as required pursuant to the Credit Article IX of this Agreement or any consent or waiver entered into with respect thereto. (b) At any time that a Grantor desires that the Administrative Collateral Agent take any action to give effect to any release of Collateral pursuant to the foregoing Section 9.08(a10.9(a), it shall deliver to the Administrative Collateral Agent a certificate signed by a principal executive officer stating that the release of the respective Collateral is permitted pursuant to Section 9.08(a10.9(a). In the event that any part of the Collateral is released as provided in Section 9.08(a10.9(a), the Administrative Collateral Agent, at the request and expense of a the applicable Grantor, will duly release such Collateral and assign, transfer and deliver to such Grantor (without recourse and without any representation or warranty) such of the Collateral as is then being (or has been) so sold and as may be in the possession of the Administrative Collateral Agent and has not theretofore been released pursuant to this Agreement. The Administrative Collateral Agent shall have no liability whatsoever to any Secured Creditor as the result of any release of Collateral by it as permitted by this Section 9.0810.9.