Common use of Release of Secured Guarantees Clause in Contracts

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of to a Person (other than the Borrower or any of its Subsidiaries) in a transaction permitted by this Agreement and the Master Transaction Agreement (any such sale, a “Sale of Guarantor”), each Secured Party shall release such Guarantor from its Secured Guarantee; provided that arrangements reasonably satisfactory to the Secured Parties and the Rights Holder have been made to apply the Net Proceeds of such Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this Agreement. (iii) In addition to any release required by subsection (ii), the Rights Holder, on behalf of the Secured Parties, may release any Secured Guarantee.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower any Borrower, any other Obligor or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are soldIn addition, transferred or otherwise disposed of to a Person if any Borrower (other than the Company) or Subsidiary Guarantor shall (A) cease to be a Subsidiary of the Company or (B) become an Excluded Subsidiary, in each case as permitted under the Credit Agreement, the Agent, at the request of the Borrower or any of its Subsidiaries) in a transaction permitted by this Agreement and the Master Transaction Agreement (any such saleAgent, a “Sale of Guarantor”), each Secured Party shall release such Borrower or Subsidiary Guarantor from its Secured Guarantee; provided that arrangements reasonably satisfactory to Guaranty and its other Obligations under the Secured Parties and the Rights Holder have been made to apply the Net Proceeds of such Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this Agreement.Documents; (iii) In addition to Upon any release required by subsection (ii)termination of a Secured Guaranty, the Rights HolderAgent will, on behalf at the expense of the Secured Partiesrelevant Borrower or Subsidiary Guarantor, may release any Secured Guaranteeexecute and deliver to the Borrower Agent such documents as it shall reasonably request to evidence the termination thereof.

Release of Secured Guarantees. (i) All Subject to Section 10.14 of the Credit Agreement, all the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all any Subsidiary Guarantor shall cease to be a Restricted Subsidiary (including upon the capital stock consummation of a any voluntary liquidation or dissolution of such Subsidiary Guarantor or all or substantially all in accordance with Section 7.03(c) of the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of to a Person (other than the Borrower or any of its Subsidiaries) in a transaction permitted by this Agreement and the Master Transaction Agreement (any such sale, a “Sale of Guarantor”Credit Agreement), each such Subsidiary Guarantor shall automatically be released from the Secured Party shall release Guarantee applicable to such Subsidiary Guarantor and from its Secured Guaranteeany and all obligations thereunder; provided that arrangements reasonably satisfactory to the Secured Parties and the Rights Holder have been made to apply the Net Proceeds of such Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as that, if so required by the SPV Intercompany Loan Agreements terms of the Credit Agreement, the Required Lenders shall have consented to such transaction resulting in a Subsidiary Guarantor ceasing to be a Restricted Subsidiary and this Agreementthe terms of such consent shall not have provided otherwise. (iii) In addition connection with any termination or release pursuant to any release required by subsection (ii)this Section 2(c) and Section 10.14 of the Credit Agreement, the Rights HolderAdministrative Agent will, on behalf at the Borrower’s expense, execute and deliver to Borrower all documents that Borrower reasonably requests to evidence such termination. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Secured Parties, may release any Secured GuaranteeAdministrative Agent.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the any Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than the a Borrower or any a Subsidiary of its Subsidiaries) a Borrower in a transaction permitted not prohibited by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Guarantor”), each Secured Party the Collateral Agent shall promptly release such Guarantor from its Secured Guarantee; provided that arrangements reasonably satisfactory to . Such release shall not require the consent of any Secured Parties Party, and the Rights Holder have been made Collateral Agent and any third party shall be fully protected in relying on a certificate of the Company as to apply the Net Proceeds of such whether any particular sale constitutes a Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this AgreementGuarantor. (iii) In addition to any release required permitted by subsection (ii2(c)(ii), the Rights Holder, on behalf of the Secured Parties, Collateral Agent may release any Secured GuaranteeGuarantee (subject to Section 9.05(b)(iv) of the Credit Agreement) with the prior written consent of the Required Secured Parties.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower Company or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Subsidiary Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Subsidiary Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than the Borrower Company or any one of its Subsidiaries) Subsidiaries in a transaction permitted by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Subsidiary Guarantor”), each the Secured Guarantee of such Subsidiary Guarantor shall automatically be discharged and released without any further action by the Agent or any other Secured Party shall release effective as of the time of such Guarantor from its Secured GuaranteeSale of Subsidiary Guarantor; provided that that, if such sale is an Asset Sale, arrangements reasonably satisfactory to the Secured Parties and the Rights Holder Agent have been made to apply the Net Proceeds of such Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests thereof as (and to the extent) required by the SPV Intercompany Loan Agreements Credit Agreement. Such release shall not require the consent of any Secured Party, and this Agreementthe Agent shall be fully protected in relying on a certificate of the Company as to whether any particular sale constitutes a Sale of Subsidiary Guarantor. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Lenders; provided that any release of all or substantially all the Secured Guarantees shall require the consent of all the Lenders.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the any Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than the Borrower Equistar or any one of its Subsidiaries) Subsidiaries in a transaction permitted by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Guarantor”), each Secured Party the Administrative Agent shall release such Guarantor from its Secured Guarantee; provided that arrangements reasonably satisfactory to the Secured Parties and the Rights Holder have been made to apply that, if such sale is a Prepayment Event, the Net Cash Proceeds of such Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests thereof are applied as required by Section 2.08 of the SPV Intercompany Loan Agreements Credit Agreement. Such release shall not require the consent of any Secured Party, and this Agreementthe Administrative Agent shall be fully protected in relying on a certificate of the Borrowers’ Agent as to whether any particular sale constitutes a Sale of Guarantor. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Administrative Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Lenders; provided that any release of all or substantially all the Secured Guarantees shall require the consent of all the Lenders.

Release of Secured Guarantees. (i) All the Subsidiary Guarantors' Secured Guarantees will be released when upon the first date on which all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the any Borrower or otherwise, the Subsidiary Guarantors' Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Subsidiary Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Subsidiary Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than the Borrower Company or any one of its Subsidiaries) Subsidiaries in a transaction permitted not prohibited by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Guarantor”"SALE OF GUARANTOR"), each Secured Party shall release such Subsidiary Guarantor will automatically without any further action by any Person be released from its Secured Guarantee; provided that arrangements reasonably satisfactory to . Such release shall not require the consent of any Secured Parties Party, and the Rights Holder have been made Collateral Agent shall be fully protected in relying on a certificate of the Company as to apply the Net Proceeds of such whether any particular sale constitutes a Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this AgreementGuarantor. (iii) In addition to any release required permitted by subsection (i) or (ii), the Rights Holder, on behalf of the Secured Parties, Collateral Agent may release any Subsidiary Guarantor's Secured GuaranteeGuarantee with the prior written consent of the Required Lenders; PROVIDED that any release of any Subsidiary Guarantor's Secured Guarantees which results in the release of any substantial portion of the Collateral shall require the consent of all the Lenders.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than the Borrower or any one of its Subsidiaries) Subsidiaries in a transaction permitted not prohibited by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Guarantor”"SALE OF GUARANTOR"), each Secured Party the Collateral Agent shall release such Guarantor from its Secured Guarantee; provided that arrangements reasonably satisfactory to . Such release shall not require the consent of any Secured Parties Party, and the Rights Holder have been made Collateral Agent shall be fully protected in relying on a certificate of the Borrower as to apply the Net Proceeds of such whether any particular sale constitutes a Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this AgreementGuarantor. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Collateral Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Banks.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured an Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor are sold or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of to a Person (person other than the Borrower or any one of its Subsidiaries) Subsidiaries in a transaction permitted by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Guarantor”), each Secured Party the Collateral Agent shall release such Guarantor from its Secured Guarantee; provided that that, if such sale or transfer is an Asset Sale, arrangements reasonably satisfactory to the Secured Parties and the Rights Holder Collateral Agent have been made to apply the Net Cash Proceeds of such Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests thereof as required by the SPV Intercompany Loan Agreements Credit Agreement. Such release shall not require the consent of any Secured Party, and this Agreementthe Collateral Agent shall be fully protected in relying on a certificate of the Borrower as to whether any particular sale constitutes a Sale of Guarantor. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Collateral Agent may release any Secured GuaranteeGuarantee with the prior written consent of the requisite percentage of Lenders required by Section 9.08 of the Credit Agreement.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a the Borrower Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than Holdings, the Borrower or any one of its Subsidiaries) Subsidiaries in a transaction permitted by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Guarantor”), each Secured Party shall release such Guarantor shall be automatically released from its Secured Guarantee; provided that arrangements reasonably satisfactory to Guarantee and any and all obligations thereunder. Such release shall not require the consent of any Secured Parties Party (including the Administrative Agent), and the Rights Holder have been made Administrative Agent shall be fully protected in relying on a certificate of the Borrower as to apply the Net Proceeds of such whether any particular sale constitutes a Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this AgreementGuarantor. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Administrative Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Lenders; provided that any release of all or substantially all the Secured Guarantees shall require the consent of all the Lenders.

Release of Secured Guarantees. (i) A. All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Borrower Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (iii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than Holdings, the Borrower or any one of its Subsidiaries) Subsidiaries in a transaction permitted by this Agreement and the Master Transaction Credit Agreement (any such sale, a “"Sale of Guarantor”"), each Secured Party shall release such Guarantor shall be automatically released from its Secured Guarantee; provided that arrangements reasonably satisfactory to Guarantee and any and all obligations thereunder. Such release shall not require the consent of any Secured Parties Party (including the Administrative Agent), and the Rights Holder have been made Administrative Agent shall be fully protected in relying on a certificate of the Borrower as to apply the Net Proceeds of such whether any particular sale constitutes a Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this AgreementGuarantor. (iiiii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Administrative Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Lenders; provided that any release of all or substantially all the Secured Guarantees shall require the consent of all the Lenders.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Borrower Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than Holdings, the Borrower or any one of its Subsidiaries) Subsidiaries in a transaction permitted by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Guarantor”), each Secured Party shall release such Guarantor shall be automatically released from its Secured Guarantee; provided that arrangements reasonably satisfactory to Guarantee and any and all obligations thereunder. Such release shall not require the consent of any Secured Parties Party (including the Administrative Agent), and the Rights Holder have been made Administrative Agent shall be fully protected in relying on a certificate of the Borrower as to apply the Net Proceeds of such whether any particular sale constitutes a Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this AgreementGuarantor. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Administrative Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Lenders; provided that any release of all or substantially all the Secured Guarantees shall require the consent of all the Lenders.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower Company or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Subsidiary Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Subsidiary Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than the Borrower Company or any one of its Subsidiaries) Subsidiaries in a transaction permitted by this Agreement and the Master Transaction Credit Agreement (any such sale, a “"Sale of Subsidiary Guarantor”"), each the Secured Guarantee of such Subsidiary Guarantor shall automatically be discharged and released without any further action by the Agent or any other Secured Party shall release effective as of the time of such Guarantor from its Secured GuaranteeSale of Subsidiary Guarantor; provided that that, if such sale is an Asset Sale, arrangements reasonably satisfactory to the Secured Parties and the Rights Holder Agent have been made to apply the Net Proceeds of such Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests thereof as required by the SPV Intercompany Loan Agreements Credit Agreement. Such release shall not require the consent of any Secured Party, and this Agreementthe Agent shall be fully protected in relying on a certificate of the Company as to whether any particular sale constitutes a Sale of Subsidiary Guarantor. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Lenders; provided that any release of all or substantially all the Secured Guarantees shall require the consent of all the Lenders.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Guarantor are sold, transferred directly or otherwise disposed of indirectly, to a Person (other than the Borrower or any one of its Subsidiaries) Subsidiaries in a transaction permitted not prohibited by this Agreement and the Master Transaction Credit Agreement (any such sale, a “"Sale of Guarantor”"), each Secured Party the Collateral Agent shall release such Guarantor from its Secured Guarantee; provided that that, if such sale is a Reduction Event, arrangements reasonably satisfactory to the Secured Parties and the Rights Holder Administrative Agent have been made to apply the Net Proceeds of such Sale of Guarantor that constitute Net Proceeds of any Collateral or Designated Interests thereof as required by the SPV Intercompany Loan Agreements Credit Agreement. Such release shall not require the consent of any Secured Party, and this Agreementthe Collateral Agent shall be fully protected in relying on a certificate of the Borrower as to whether any particular sale constitutes a Sale of Guarantor and on the Administrative Agent as to whether satisfactory arrangements for applying the Net Proceeds thereof, if needed, have been made. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Collateral Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Banks.

Release of Secured Guarantees. (i) All the Secured Guarantees will be released when all the Release Conditions are satisfied. If at any time any payment of a Secured Obligation is rescinded or must be otherwise restored or returned upon the insolvency or receivership of the Borrower or otherwise, the Secured Guarantees shall be reinstated with respect thereto as though such payment had been due but not made at such time. (ii) If all the capital stock of a Subsidiary Guarantor or all or substantially all the assets of a Guarantor or all the Designated Interests owned by a Subsidiary Guarantor are sold, transferred or otherwise disposed of sold to a Person (other than the Borrower or any one of its Subsidiaries) Subsidiaries in a transaction permitted by this Agreement and the Master Transaction Credit Agreement (any such sale, a “Sale of Subsidiary Guarantor”) or upon a Subsidiary Guarantor becoming an Unrestricted Subsidiary in accordance with Section 5.06 of the Credit Agreement (any such event, an “Unrestricted Subsidiary Designation”), each Secured Party the Collateral Agent shall release such Subsidiary Guarantor from its Secured Guarantee; provided that arrangements reasonably satisfactory to . Such release shall not require the consent of any Secured Parties Party, and the Rights Holder have been made Collateral Agent shall be fully protected in relying on a certificate of the Borrower as to apply the Net Proceeds of such whether any particular sale constitutes a Sale of Subsidiary Guarantor that constitute Net Proceeds of or as to whether any Collateral or Designated Interests as required by the SPV Intercompany Loan Agreements and this Agreementparticular event constitutes an Unrestricted Subsidiary Designation. (iii) In addition to any release required permitted by subsection (ii), the Rights Holder, on behalf of the Secured Parties, Collateral Agent may release any Secured GuaranteeGuarantee with the prior written consent of the Required Lenders; provided that any release of all or substantially all the Secured Guarantees shall require the consent of all the Lenders.