Common use of Release of Securities Clause in Contracts

Release of Securities. (a) If no Event of Default has occurred and is continuing, the Borrower may, by delivery of a certificate of a Responsible Officer of the Collateral Manager delivered to the Collateral Agent at least one Business Day prior to the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the Collateral Agent to release or cause to be released such security from the lien of this Agreement and, upon receipt of such certificate, the Collateral Agent (or Custodian, as applicable) shall deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereof. (c) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of Collateral in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (d) The Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), at such time as there are no Commitments outstanding and all Obligations of the Borrower hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral from the lien of this Agreement. (e) Any security, Collateral Loan or amounts that are released pursuant to Section 8.07(a) or (b) shall automatically be released from the Lien of this Agreement.

Appears in 6 contracts

Samples: Revolving Credit and Security Agreement (PennantPark Floating Rate Capital Ltd.), Revolving Credit and Security Agreement (PennantPark Floating Rate Capital Ltd.), Revolving Credit and Security Agreement (PennantPark Floating Rate Capital Ltd.)

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Release of Securities. (a) If no Event of Default has occurred and is continuing, the Borrower or the Portfolio Manager may, by delivery of a certificate of a Responsible Officer of the Collateral Manager delivered Officer, deliver to the Collateral Agent at least one Business Day prior to the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the Collateral Agent to release or cause to be released such security from the lien of this Agreement and, upon receipt of such certificate, the Collateral Agent (or Custodian, as applicable) shall promptly deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Borrower or the Portfolio Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Borrower (or the Portfolio Manager, ) (i) deliver any Collateral as instructed in such certificateCollateral, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Portfolio Manager. (c) Upon receiving actual notice of any tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or any request for a waiver, consent, amendment or other modification, in each case, with respect to any Collateral Obligation, the Collateral Agent shall notify the Portfolio Manager of such Offer or request. Unless the Advances have been accelerated following an Event of Default, the Portfolio Manager may direct (x) the Collateral Agent to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Agreement such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Borrower or the Collateral Agent to agree to or otherwise act with respect to such consent, waiver, amendment or modification. (d) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of any Collateral in the applicable subaccount of Interest Collection Account or the Principal Collection Account, as applicable, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (de) The Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or to the Collateral Manager on its behalf), at such time as effect that there are no Commitments outstanding and all Obligations of the Borrower hereunder and under the (other Facility Documents than unasserted contingent obligations) have been satisfiedsatisfied in full, and upon written request therefor, release any remaining Collateral from the lien of this Agreement. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a), (b), (c) or (be) shall automatically be released from the Lien lien of this Agreement.

Appears in 3 contracts

Samples: Credit and Security Agreement (BlackRock Private Credit Fund), Credit and Security Agreement (BlackRock Private Credit Fund), Credit and Security Agreement (BlackRock Private Credit Fund)

Release of Securities. (a) If no Event of Default has occurred and is continuing, and subject to Section 12, the Borrower Issuer may, by delivery of a certificate of a Responsible Issuer Order executed by an Authorized Officer of the Collateral Manager and delivered to the Collateral Agent Trustee at least one two Business Day Days prior to the settlement date for any sale of a security certifying that the sale of such security is being made conditions set forth in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.0112.1 are satisfied, direct the Collateral Agent Trustee to release or cause to be released such security from the lien of this Agreement and, upon Indenture against receipt of payment therefor. (b) The Issuer may, by Issuer Order executed by an Authorized Officer of the Collateral Manager and delivered to the Trustee at least two Business Days prior to the date set for redemption or payment in full of a Pledged Security, certifying that such certificatesecurity is being redeemed or paid in full, direct the Trustee or, at the Trustee’s instructions, the Collateral Agent (or Custodian, as applicable) shall Custodian to deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate endorsed, or, if such security is a Clearing Corporation Security, to cause an appropriate transfer thereof it to be madepresented, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent therefor on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereof. (c) As provided in If no Event of Default has occurred and is continuing, and subject to Section 8.02(a)12, the Issuer may, by Issuer Order executed by an Authorized Officer of the Collateral Agent Manager and delivered to the Trustee or, at the Trustee’s instructions, the Custodian, at least two Business Days prior to the date set for an exchange, tender or sale, certifying that a Collateral Debt Security is subject to an Offer and setting forth in reasonable detail the procedure for response to such Offer, direct the Trustee to deliver such security, if in physical form, duly endorsed, or, if such security is a Clearing Corporation Security, to cause it to be delivered, in accordance with such Issuer Order, in each case against receipt of payment therefor. (d) The Trustee shall deposit any proceeds received by it from the disposition of Collateral a Pledged Security in the applicable subaccount of Interest Collection Account or the Principal Collection Account, as the case may be, unless simultaneously applied to the purchase of additional other Collateral Loans Debt Securities or Eligible Investments as permitted under and in accordance with the requirements of Section 12 and this Article VIII and Article X.Section 10.10. (de) The Collateral Agent Trustee shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), an Issuer Order at such time as there are no Commitments outstanding Notes Outstanding (and the Commitment Period Termination Date has occurred) and all Obligations obligations of the Borrower Co-Issuers hereunder and under the other Facility Documents have been satisfied, release any remaining the Collateral from the lien of this AgreementIndenture. (ef) Any security, The Issuer may retain agents (including the Collateral Loan Manager) to assist the Issuer in preparing any notice or amounts that are released pursuant to other report required under this Section 8.07(a) or (b) shall automatically be released from the Lien of this Agreement10.10.

Appears in 3 contracts

Samples: Indenture (Taberna Realty Finance Trust), Indenture (Taberna Realty Finance Trust), Indenture (Taberna Realty Finance Trust)

Release of Securities. (a) If no Event of Default has occurred and is continuing, the Borrower or the Investment Manager may, by delivery of a certificate of a Responsible Officer of the Collateral Manager delivered Officer, deliver to the Collateral Agent at least one Business Day prior to the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the Collateral Agent to release or cause to be released such security from the lien of this Agreement and, upon receipt of such certificate, the Collateral Agent (or Custodian, as applicable) shall promptly deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Borrower or the Investment Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Borrower (or the Investment Manager, ) (i) deliver any Collateral as instructed in such certificateCollateral, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Investment Manager. (c) Upon receiving actual notice of any tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or any request for a waiver, consent, amendment or other modification, in each case, with respect to any Collateral Obligation, the Collateral Agent shall notify the Investment Manager of such Offer or request. Unless the Advances have been accelerated following an Event of Default, the Investment Manager may direct (x) the Collateral Agent to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Agreement such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Borrower or the Collateral Agent to agree to or otherwise act with respect to such consent, waiver, amendment or modification. (d) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of any Collateral in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (de) The Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or to the Collateral Manager on its behalf), at such time as effect that there are no Commitments outstanding and all Obligations of the Borrower hereunder and under the (other Facility Documents than unasserted contingent obligations) have been satisfiedsatisfied in full, and upon written request therefor, release any remaining Collateral from the lien of this Agreement. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a), (b) or (bc) shall automatically be released from the Lien lien of this Agreement.

Appears in 3 contracts

Samples: Credit and Security Agreement (TPG Specialty Lending, Inc.), Revolving Credit and Security Agreement (TPG Specialty Lending, Inc.), Revolving Credit and Security Agreement (TPG Specialty Lending, Inc.)

Release of Securities. (a) If no Event of Default has occurred and is continuing, the Borrower or the Collateral Manager may, by delivery of a certificate of a Responsible Officer of the Collateral Manager delivered Officer, deliver to the Collateral Agent at least one Business Day prior to the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the Collateral Agent to release or cause to be released such security from the lien of this Agreement and, upon receipt of such certificate, the Collateral Agent (or Custodian, as applicable) shall promptly deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Borrower or the Collateral Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower (or the Collateral Manager Manager) (i) deliver any Collateral, and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager. (c) Upon receiving actual notice of any tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or any request for a waiver, consent, amendment or other modification, in each case, with respect to any Collateral Obligation, the Collateral Agent shall notify the Collateral Manager of such Offer or request. Unless the Advances have been accelerated following an Event of Default, the Collateral Manager may direct (x) the Collateral Agent to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Agreement such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Borrower or the Collateral Agent to agree to or otherwise act with respect to such consent, waiver, amendment or modification. (d) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of any Collateral in the applicable subaccount of Interest Collection Account or the Principal Collection Account, as applicable, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (de) The Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or to the Collateral Manager on its behalf), at such time as effect that there are no Commitments outstanding and all Obligations of the Borrower hereunder and under the (other Facility Documents than unasserted contingent obligations) have been satisfiedsatisfied in full, and upon written request therefor, release any remaining Collateral from the lien of this Agreement. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a), (b), (c) or (be) shall automatically be released from the Lien lien of this Agreement.

Appears in 3 contracts

Samples: Credit and Security Agreement (TCW Direct Lending VII LLC), Credit and Security Agreement (TCW Direct Lending VII LLC), Credit and Security Agreement (TCW Direct Lending VII LLC)

Release of Securities. (a) If no Event of Default has occurred and is continuingcontinuing and subject to Section 12, the Borrower mayIssuer shall, in connection with any sale required pursuant to Section 12.1, by delivery of a certificate of a Responsible Issuer Order executed by an Authorized Officer of the Collateral Manager Issuer and delivered to the Collateral Agent Trustee at least one two Business Day Days prior to the settlement date for any sale of a security certifying that the sale of such security is being made conditions set forth in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.0112.1 are satisfied, direct the Collateral Agent Trustee to release or cause to be released such security from the lien of this Agreement and, upon Indenture against receipt of payment therefor. (b) The Issuer shall, if notified that the issuer of the Pledged Security requires delivery of such certificatePledged Security as a condition to redemption or payment in full, by Issuer Order executed by an Authorized Officer of the Issuer and delivered to the Trustee at least two Business Days prior to the date set for redemption or payment in full of a Pledged Security, certifying that such security is being redeemed or paid in full, direct the Trustee or, at the Trustee’s instructions, the Collateral Agent (or Custodian, as applicable) shall to deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate endorsed, or, if such security is a Clearing Corporation Security, to cause an appropriate transfer thereof it to be madepresented, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent therefor on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereof. (c) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of Collateral in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (d) The Collateral Agent Trustee shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), an Issuer Order at such time as there are no Commitments outstanding Rated Notes Outstanding and all Obligations obligations of the Borrower Co-Issuers hereunder and under the other Facility Documents have been satisfied, release any remaining the Collateral from the lien of this AgreementIndenture. (ed) Any security, The Issuer may retain agents (including the Collateral Loan Manager) to assist the Issuer in preparing any notice or amounts that are released pursuant to other report required under Section 8.07(a) or (b) shall automatically be released from the Lien of 10.12 and this AgreementSection 10.13.

Appears in 2 contracts

Samples: Indenture (Northstar Realty), Indenture (Northstar Realty)

Release of Securities. (a) If no Event of Default has occurred and is continuingSubject to Article XII, the Borrower Issuer may, by delivery of a certificate of a Responsible Issuer Order executed by an Authorized Officer of the Collateral Manager (or other written direction of an Authorized Officer of the Collateral Manager), delivered to the Collateral Agent Trustee at least one Business Day prior to the settlement date for any sale of a security an Asset certifying that the sale of such security Asset is being made in accordance with Section 10.01 12.1 (Sales of Collateral 221 Obligations) hereof and such sale complies with all applicable requirements of Section 10.0112.1 (Sales of Collateral Obligations) (which certification shall be deemed to have been provided by the Collateral Manager upon delivery by the Collateral Manager of an Issuer Order or other written instruction of an Authorized Officer of the Collateral Manager to the Collateral Trustee to sell any such Asset), direct the Collateral Agent Trustee to release or cause to be released such security Asset from the lien of this Agreement Indenture and, upon receipt of such certificateIssuer Order or other written direction, the Collateral Agent (or Custodian, as applicable) Trustee shall deliver any such securityAsset, if in physical form, duly endorsed to the broker or purchaser designated in such certificate Issuer Order or other written direction or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificateIssuer Order or other written direction; provided that the Collateral Agent Trustee may deliver any such security Asset in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this AgreementIndenture, the Collateral Agent or Custodian, as applicable, shall, Trustee shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, an Issuer Order (i) deliver any Collateral as instructed in such certificateAsset, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this AgreementIndenture, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager. (c) Upon receiving actual notice of any tender offer, voluntary redemption, exchange offer, conversion or other similar action (an "Offer") or any request for a waiver, consent, amendment or other modification or action with respect to any Collateral Obligation, the Collateral Trustee on behalf of the Issuer shall notify the Collateral Manager of any Collateral Obligation that is subject to an Offer or such request. Unless the Debt has been accelerated following an Event of Default (or if the Debt has been accelerated, with the consent of the Majority of the Controlling Class), the Collateral Manager may direct (x) the Collateral Trustee to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Indenture such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Issuer or the Collateral Trustee to agree to or otherwise act with respect to such consent, waiver, amendment, modification or action; provided that in the absence of any such direction, the Collateral Trustee shall not respond or react to such Offer or request. (d) As provided in Section 8.02(a10.2(a) (Collection Account), the Collateral Agent Trustee shall deposit any proceeds received by it from the disposition of Collateral an Asset in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII X and Article X.XII. (de) The Collateral Agent Trustee shall, (i) upon receipt of a certificate an Issuer Order, release any Unsalable Assets identified in such Issuer Order as having been sold, distributed or disposed of a Responsible Officer pursuant to Section 12.1(k) (Sales of the Borrower (or the Collateral Manager on its behalfObligations), and (ii) upon receipt of an Issuer Order at such time as there are is no Commitments outstanding Secured Debt that is Outstanding and all Obligations obligations of the Borrower 222 Issuers hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral Assets from the lien of this Indenture and the Security Agreement. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a10.8(a), (b) or (bc) (Release of Securities) shall automatically be released from the Lien lien of this Indenture and the Security Agreement. (g) Any amounts paid from the Payment Account to the Holders of the Subordinated Notes in accordance with the Priority of Payments shall be released from the lien of this Indenture.

Appears in 1 contract

Samples: Indenture (Barings Private Credit Corp)

Release of Securities. (a) If no Event of Default has occurred and is continuing, the The Borrower may, by delivery of a certificate of a Responsible Officer of Borrower Order (upon which the Collateral Manager Custodian may conclusively rely) delivered to the Collateral Agent Custodian at least one Business Day prior to the settlement date for any sale Sale of a security any item of Collateral, certifying that the sale Sale of such security item of Collateral is being made in accordance with Section 10.01 with, and such sale complies with all applicable requirements of, Section 2.12(a), (b) and (d), (which certification will be deemed to have been provided upon delivery of Section 10.01, a Borrower Order or trade confirmation (which may be in the form of trade blotters) in respect of such sale) direct the Collateral Agent Custodian to release or cause to be released such security item of Collateral from the lien Lien of this Agreement and, upon receipt of such certificateBorrower Order, the Collateral Agent (or Custodian, as applicable) Custodian shall deliver any such securityitem of Collateral, if in physical form, duly endorsed to the broker or purchaser designated in such certificate Borrower Order or, if such security item of Collateral is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificateBorrower Order; provided that the Collateral Agent Custodian may deliver any such security in physical form Possessory Collateral for examination in accordance with street delivery custom; provided, further, that, notwithstanding the foregoing, and except in connection with the settlement of any sold Collateral Obligation for which the trade date has occurred, the Borrower shall not direct the Collateral Custodian to release any item of Collateral pursuant to this Section 2.13(a) following the occurrence and during the continuance of an Event of Default without the prior written consent of the Administrative Agent (in its sole discretion). (b) Subject If no Event of Default has occurred and is continuing and subject to the terms Priority of this Agreement, the Collateral Agent or Custodian, as applicable, shallPayments, upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of Borrower Order the Collateral Manager, deliver Custodian shall (i) with respect to any item of Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which that is set for any mandatory call or redemption or payment in full full, deliver and release, or cause to be released such item of Collateral from the Lien of this Agreement, such item of Collateral to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager and the Equity Investors. (c) As provided Upon receiving actual notice of any offer or any request for a waiver, consent, amendment or other modification with respect to any Collateral Obligation, the Collateral Custodian on behalf of the applicable Borrower Party shall promptly notify the Collateral Manager and the Equity Investors that such Collateral Obligation is subject to a tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or such request. Unless an Event of Default has occurred and is continuing (in Section 8.02(awhich case, such right of direction will vest solely in the Administrative Agent), the Collateral Manager will, subject to Section 5.3, have the exclusive right to direct in writing (upon which direction the Collateral Custodian may conclusively rely) (i) the Collateral Custodian to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the Lien of this Agreement such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor or (ii) the applicable Borrower Party or the Collateral Custodian to agree to or otherwise act with respect to such consent, waiver, amendment or modification. If an Event of Default has occurred and is continuing, the Administrative Agent at the direction of the Controlling Parties shall have the exclusive right to direct in writing (upon which the Collateral Custodian may conclusively rely) the applicable Borrower Party, or if applicable, the Collateral Custodian to (i) accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the Lien of this Agreement such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor or (ii) agree to or otherwise act with respect to such consent, waiver, amendment or modification. (d) The Collateral Custodian shall deposit any proceeds received by it from the disposition of an item of Collateral in the applicable subaccount of the applicable Collection Account, unless simultaneously applied to the purchase of additional Additional Collateral Loans Obligations or Eligible Permitted Investments as permitted under and in accordance with the requirements of this Article VIII Section 2.12 and Article X. (d) The Section 2.9(c). Any item of Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), at such time as there are no Commitments outstanding and all Obligations of the Borrower hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral from the lien of this Agreement. (e) Any security, Collateral Loan or amounts that are released pursuant to Section 8.07(a2.13(a), (b), (c) or (bd) shall automatically will be released from the Lien of this Agreement.

Appears in 1 contract

Samples: Revolving Loan Agreement (Owl Rock Core Income Corp.)

Release of Securities. (a) If no Event of Default has occurred The Custodian is authorized to release and is continuingdeliver, or direct its agents or sub-custodian to release and deliver, as the Borrower maycase may be, Securities or Required Loan Documents held by delivery of a certificate of a Responsible Officer of the Collateral Manager delivered Custodian, its agents or its sub-custodian, to the Collateral Agent at least one Business Day prior Servicer from time to time, (unless and until such authorization is revoked by the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the Collateral Agent to release or cause to be released such security from the lien of this Agreement andAdministrative Agent), upon receipt of Proper Instructions in the form of Schedule B attached hereto (which shall, among other things, specify the Securities or Required Loan Documents to be released, with such certificatedelivery and other information as may be necessary to enable the Custodian to perform), within two (2) Business Days of receipt of such request. All documents so released to the Servicer shall be held by the Servicer in trust for the benefit of the Collateral Agent (or CustodianAgent, as applicable) shall deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt on behalf of the sales price therefor as specified by the Collateral Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination Secured Parties in accordance with street delivery customthe terms of this Agreement. The Servicer shall return to the Custodian the Securities or Required Loan Documents or other such documents (i) promptly upon the request of the Collateral Agent, or (ii) when the Servicer’s need therefor in connection with such servicing no longer exists, unless the Loan Asset shall be liquidated, in which case, the Servicer shall deliver an additional Proper Instructions for release of documents to the Custodian and receipt certifying such liquidation from the Servicer to the Collateral Agent, all in the form as Schedule B attached hereto. (b) Subject The foregoing provision with respect to the terms release to the Servicer of this Agreementthe Securities or Required Loan Documents and documents by the Custodian upon request by the Servicer shall be operative only to the extent that the Administrative Agent has consented to such release. Promptly after delivery to the Custodian of any request for release of documents, the Collateral Agent or Custodian, as applicable, shall, upon the receipt of a certificate Servicer shall provide notice of the Borrower, by delivery of a certificate of a Responsible Officer of same to the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such Administrative Agent. Any additional Securities or Required Loan Documents or documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause requested to be released such security from by the lien Servicer may be released only upon written authorization of this Agreement, which is set the Administrative Agent. The Administrative Agent’s consent shall not be required for any mandatory call or redemption or payment in full the release of Required Loan Documents to the appropriate paying agent on or before Servicer pursuant to the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofimmediately succeeding subsection. (c) As provided With respect to releases for payment in Section 8.02(afull or repurchase, upon receipt by the Custodian of the Servicer’s request for release of documents and receipt in the form Proper Instructions in the form of Schedule B attached hereto (which certification shall include a statement to the effect that all amounts received in connection with such payment or repurchase have been credited to the appropriate Controlled Account), the Collateral Agent Custodian shall deposit any proceeds received by it from promptly release the disposition of Collateral in the applicable subaccount of the Collection Account, unless simultaneously applied related Required Loan Documents to the purchase of additional Collateral Loans or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X.Servicer. (d) The Company may, with the prior written consent of the Administrative Agent (such consent not to be unreasonably delayed or withheld), require that the Custodian return each Required Loan Document (i) delivered to the Custodian in error or (ii) released from the Lien of the Collateral Agent shallhereunder pursuant to Section 2.16 of the Loan and Servicing Agreement, in each case by submitting to the Custodian and the Administrative Agent a written request in the form of Proper Instructions in the form of Schedule B attached hereto (signed by both the Company and the Administrative Agent) specifying the Collateral Portfolio to be so returned and reciting that the conditions to such release have been met (and specifying the Section or Sections of the Loan and Servicing Agreement being relied upon for such release). The Custodian shall upon its receipt of a certificate of a Responsible Officer of each such request for return executed by the Borrower Company and the Administrative Agent promptly, but in any event within five (or 5) Business Days, return the Collateral Manager on its behalf), at such time as there are no Commitments outstanding and all Obligations of Required Loan Documents so requested to the Borrower hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral from the lien of this AgreementCompany. (e) Any security, The Custodian shall deliver any Required Loan Documents to the Collateral Loan Agent or amounts that are released Administrative Agent (pursuant to Section 8.07(aa Proper Instructions in the form of Schedule B attached hereto), as applicable, as requested (it being understood that the Collateral Agent and the Administrative Agent will only make such a request in order to take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Company under the Loan and Servicing Agreement, or to enable any of them to exercise or enforce any of their respective rights under the Loan and Servicing Agreement). The Company and Servicer consent to any such delivery. (f) or (b) shall automatically be released It is understood and agreed by each of the parties hereto, that upon receipt by the Custodian of written notice from the Lien Collateral Agent that it will exercise exclusive control over the Securities and Required Loan Documents (“Notice of this AgreementExclusive Control”), the Custodian shall no longer accept Proper Instructions or other instructions from the Company or Servicer hereunder with respect to the Securities and Required Loan Documents until such time if any as such notice is rescinded in a writing delivered to the Custodian by the Collateral Agent. From and after receipt of Notice of Exclusive Control, the Custodian shall only comply with Proper Instructions from the Collateral Agent.

Appears in 1 contract

Samples: Custody Agreement (Corporate Capital Trust, Inc.)

Release of Securities. (a) If no Event of Default has occurred and is continuingSubject to Article XII, the Borrower Issuer may, by delivery of a certificate of a Responsible Issuer Order executed by an Authorized Officer of the Collateral Manager (or other written direction of an Authorized Officer of the Collateral Manager), delivered to the Collateral Agent Trustee at least one Business Day prior to the settlement date for any sale of a security an Asset certifying that the sale of such security Asset is being made in accordance with Section 10.01 12.1 (Sales of Collateral Obligations) hereof and such sale complies with all applicable requirements of Section 10.0112.1 (Sales of Collateral Obligations) (which certification shall be deemed to have been provided by the Collateral Manager upon delivery by the Collateral Manager of an Issuer Order or other written instruction of an Authorized Officer of the Collateral Manager to the Collateral Trustee to sell any such Asset), direct the Collateral Agent Trustee to release or cause to be released such security Asset from the lien of this Agreement Indenture and, upon receipt of such certificateIssuer Order or other written direction, the Collateral Agent (or Custodian, as applicable) Trustee shall deliver any such securityAsset, if in physical form, duly endorsed to the broker or purchaser designated in such certificate Issuer Order or other written direction or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificateIssuer Order or other written direction; provided that the Collateral Agent Trustee may deliver any such security Asset in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this AgreementIndenture, the Collateral Agent or Custodian, as applicable, shall, Trustee shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, an Issuer Order (i) deliver any Collateral as instructed in such certificateAsset, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this AgreementIndenture, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager. (c) Upon receiving actual notice of any tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or any request for a waiver, consent, amendment or other modification or action with respect to any Collateral Obligation, the Collateral Trustee on behalf of the Issuer shall notify the Collateral Manager of any Collateral Obligation that is subject to an Offer or such request. Unless the Debt has been accelerated following an Event of Default (or if the Debt has been accelerated, with the consent of the Majority of the Controlling Class), the Collateral Manager may direct (x) the Collateral Trustee to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Indenture such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Issuer or the Collateral Trustee to agree to or otherwise act with respect to such consent, waiver, amendment, modification or action; provided that in the absence of any such direction, the Collateral Trustee shall not respond or react to such Offer or request. (d) As provided in Section 8.02(a10.2(a) (Collection Account), the Collateral Agent Trustee shall deposit any proceeds received by it from the disposition of Collateral an Asset in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII X and Article X.XII. (de) The Collateral Agent Trustee shall, (i) upon receipt of a certificate an Issuer Order, release any Unsalable Assets identified in such Issuer Order as having been sold, distributed or disposed of a Responsible Officer pursuant to Section 12.1(k) (Sales of the Borrower (or the Collateral Manager on its behalfObligations), and (ii) upon receipt of an Issuer Order at such time as there are is no Commitments outstanding Secured Debt that is Outstanding and all Obligations obligations of the Borrower Issuers hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral Assets from the lien of this Indenture and the Security Agreement. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a10.8(a), (b) or (bc) (Release of Securities) shall automatically be released from the Lien lien of this Indenture and the Security Agreement. (g) Any amounts paid from the Payment Account to the Holders of the Subordinated Notes in accordance with the Priority of Payments shall be released from the lien of this Indenture.

Appears in 1 contract

Samples: Indenture (Barings Private Credit Corp)

Release of Securities. (a) If no Event of Default has occurred and is continuingSubject to Article VI, the Borrower Issuer (or the Collateral Advisor on behalf of the Issuer) may, by delivery of a certificate of a Responsible Officer of the Collateral Manager Issuer Order delivered to the Collateral Agent Trustee at least one two (2) Business Day Days prior to the settlement date for any sale of a security certifying that (i) the sale Issuer (or the Collateral Advisor on behalf of the Issuer) has determined that a Collateral Debt Security has become a Credit Risk Security (which certification shall contain a short statement of the reason for such determination), a Withholding Tax Security, a Written Down Security, a Defaulted Security or an Equity Security and, in each case, that the Issuer (or the Collateral Advisor on behalf of the Issuer) has directed the Trustee to sell such security is being made in accordance with pursuant to Section 10.01 and 6.01(a), (ii) the Collateral Advisor on the Issuer’s behalf has directed the Trustee to sell such sale complies with all applicable requirements of security pursuant to Section 10.016.01(b), or (iii) the Collateral Advisor on the Issuer’s behalf has directed the Trustee to sell such security pursuant to Section 6.01(f), direct the Collateral Agent Trustee to release or cause to be released such security from the lien of this Agreement and, upon receipt of such certificateIssuer Order, the Collateral Agent (or Custodian, as applicable) Trustee shall release any such security from the Lien of this Agreement and deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate Issuer Order or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager set forth in such certificateIssuer Order; provided provided, however, that the Collateral Agent Trustee may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject If no Event of Default has occurred and is continuing and subject to the terms of this AgreementArticle VI, the Collateral Agent or Custodian, as applicable, shall, upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower Issuer (or the Collateral Manager and are reasonably necessary Advisor on behalf of the Issuer) may, by Issuer Order delivered to release or cause the Trustee at least two (2) Business Days prior to be released such security from the lien of this Agreement, which is date set for any mandatory call or redemption or payment in full of a Collateral Debt Security and certifying that such security is being redeemed or paid in full, direct the Trustee or at the Trustee’s instructions, the Accountholder to release any such security from the Lien of this Agreement and deliver such security, if in physical form, duly endorsed, or, if such security is a Clearing Corporation Security, to cause it to be presented to the appropriate paying agent therefor on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereof. (c) As provided in Section 8.02(a)If no Event of Default has occurred and is continuing and subject to Article VI, the Issuer (or the Collateral Agent shall deposit Advisor on behalf of the Issuer) may, by Issuer Order delivered to the Trustee at least two (2) Business Days prior to the date set for an exchange, tender or sale, certifying that a Collateral Debt Security is subject to an Offer and setting forth in reasonable detail the procedure for response to such Offer, direct the Trustee, or at the Trustee’s instructions, the Accountholder to release any proceeds received by it such security from the disposition Lien of Collateral this Agreement and deliver such security, if in the applicable subaccount of the Collection Accountphysical form, unless simultaneously applied duly endorsed, or, if such security is a Clearing Corporation Security, to the purchase of additional Collateral Loans or Eligible Investments as permitted under and cause it to be delivered, in accordance with the requirements such Issuer Order, in each case against receipt of this Article VIII and Article X.payment therefor. (d) The Collateral Agent Trustee shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), an Issuer Order at such time as there are no Commitments outstanding Notes Outstanding and all Obligations obligations of the Borrower hereunder and under Co-Issuers to the other Facility Documents Secured Parties have been satisfied, release any remaining the Collateral from the lien of this Agreement. (e) Any security, Collateral Loan or amounts that are released pursuant to Section 8.07(a) or (b) shall automatically be released from the Lien of this Agreement.

Appears in 1 contract

Samples: Security Agreement (Northstar Realty)

Release of Securities. (a) If no Event of Default has occurred and is continuing, the Borrower The Issuer may, by delivery of a certificate of a Responsible Issuer Order executed by an Authorized Officer of the Collateral Manager Manager, delivered to the Trustee and the Collateral Agent at least one Business Day prior to Administrator no later than the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 12.1 and such sale complies with all applicable requirements of Section 10.0112.1, direct the Collateral Agent Trustee to release or cause to be released such security from the lien of this Agreement Indenture and, upon receipt of such certificateIssuer Order, the Collateral Agent (or Custodian, as applicable) Trustee shall deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate Issuer Order or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificateIssuer Order; provided that the Collateral Agent Trustee may deliver any such security in physical form for examination in accordance with street delivery custom; provided, further, that, notwithstanding the foregoing, the Issuer shall not direct the Trustee to release any security pursuant to this Section 10.7(a) following the occurrence and during the continuance of an Event of Default with respect to which the Secured Notes have been declared (or have become) due and payable and such declaration has not been rescinded unless (x) such release is in connection with a sale in accordance with Sections 12.1(a), (b), (c), (d), (g) or (h) or (y) the liquidation of the Assets has begun or the Trustee has exercised any remedies of a Secured Party pursuant to Section 5.4(a)(iv) at the direction of a Majority of the Controlling Class. For purposes of the foregoing, the delivery to the Trustee of a final trade ticket from the Collateral Manager in respect of the sale of a security shall constitute the required Issuer Order. (ba) Subject to the terms of this AgreementIndenture, the Collateral Agent or Custodian, as applicable, shall, Trustee shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, an Issuer Order (i) deliver any Collateral as instructed in such certificatePledged Obligation, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this AgreementIndenture, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent Paying Agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager. (b) Upon receiving actual notice of any Offer (as defined below) or any request for a waiver, consent, amendment or other modification with respect to any Collateral Obligation, the Trustee on behalf of the Issuer shall promptly notify the Collateral Manager of any Collateral Obligation that is subject to a tender offer, voluntary redemption, exchange offer, conversion or other similar action (an "Offer") or such request. The Collateral Manager may direct (x) the Trustee to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Indenture such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Issuer or the Trustee to agree to or otherwise act with respect to such consent, waiver, amendment, modification or action; provided that in the absence of any such direction, the Trustee shall not respond or react to such Offer or request; provided, further, that if the Trustee has commenced remedies pursuant to Section 5.4, any such direction may only be made with the consent of a Majority of the Controlling Class. (c) As provided in Section 8.02(a10.2(a), the Collateral Agent Trustee shall deposit any proceeds received by it from the disposition of Collateral a Pledged Obligation in the applicable subaccount of account under the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII X and Article X.XII. (d) The Collateral Agent Trustee shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), an Issuer Order at such time as there are no Commitments outstanding Secured Notes Outstanding and all Obligations obligations of the Borrower Co-Issuers hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral Assets from the lien of this AgreementIndenture. (e) [Reserved]. (f) Upon receipt by the Trustee of an Issuer Order from an Authorized Officer of the Issuer or an Authorized Officer of the Collateral Manager certifying that the transfer of any Issuer Subsidiary Asset is being made in accordance with Section 7.16 and that all applicable requirements of Section 7.16 have been or shall be satisfied, the Trustee shall release such Issuer Subsidiary Asset and shall deliver such Issuer Subsidiary Asset as specified in such Issuer Order. (g) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a10.7(a), (b), (c), (f) or (bg) shall automatically be released from the Lien lien of this AgreementIndenture.

Appears in 1 contract

Samples: Indenture (JMP Group LLC)

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Release of Securities. (a) If no Event of Default has occurred and is continuingSubject to Article XII, the Borrower Issuer may, by delivery of a certificate of a Responsible Issuer Order executed by an Authorized Officer of the Collateral Manager Manager, delivered to the Collateral Agent Trustee at least one Business Day prior to the settlement date for any sale of a security an Asset certifying that the sale of such security Asset is being made in accordance with Section 10.01 12.1 hereof and such sale complies with all applicable requirements of Section 10.0112.1 (provided that if an Event of Default has occurred and is continuing, neither the Issuer nor the Collateral Manager (on behalf of the Issuer) may direct the Collateral Agent Trustee to release or cause to be released such security Asset from the lien of this Agreement Indenture pursuant to a sale under Section 12.1(g)), direct the Trustee to release or cause to be released such Asset from the lien of this Indenture and, upon receipt of such certificateIssuer Order, the Collateral Agent (or Custodian, as applicable) Trustee shall deliver any such securityAsset, if in physical form, duly endorsed to the broker or purchaser designated in such certificate Issuer Order or, if such security Asset is a Clearing Corporation SecuritySecurity or in book-entry form, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificateIssuer Order; provided that the Collateral Agent Trustee may deliver any such security Asset in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this AgreementIndenture, the Collateral Agent or Custodian, as applicable, shall, Trustee shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, an Issuer Order (i) deliver any Collateral as instructed in such certificateAsset, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this AgreementIndenture, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager. (c) Upon receiving actual notice of any Offer or any request for a waiver, consent, amendment or other modification or action with respect to any Collateral Obligation, the Trustee on behalf of the Issuer shall notify the Collateral Manager of any Collateral Obligation that is subject to a tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or such request. The Collateral Manager may direct (x) the Trustee to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Indenture such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Issuer or the Trustee to agree to or otherwise act with respect to such consent, waiver, amendment, modification or action; provided that in the absence of any such direction, the Trustee shall not respond or react to such Offer or request; provided, further, that if the Notes have been accelerated following an Event of Default, any such direction may only be made with the consent of a Majority of the Controlling Class. (d) As provided in Section 8.02(a10.2(a), the Collateral Agent Trustee shall deposit any proceeds received by it from the disposition of Collateral an Asset in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII X and Article X.XII. (de) The Collateral Agent Trustee shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), an Issuer Order at such time as there are no Commitments outstanding Secured Notes Outstanding and all Obligations obligations of the Borrower Issuer hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral Assets from the lien of this AgreementIndenture. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a10.7(a), (b) or (bc) shall automatically be released from the Lien lien of this AgreementIndenture. (g) Any amounts paid from the Payment Account to the Holders of the Subordinated Notes in accordance with the Priority of Payments (other than Reinvestment Amounts reinvested by Reinvesting Holders) shall be released from the lien of this Indenture.

Appears in 1 contract

Samples: Indenture (Garrison Capital LLC)

Release of Securities. (a) If no Event of Default has occurred and is continuing, the Borrower or the Collateral Manager may, by delivery of a certificate of a Responsible Officer of the Collateral Manager delivered Officer, deliver to the Collateral Agent at least one (1) Business Day prior to the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the Collateral Agent to release or cause to be released such security from the lien of this Agreement and, upon receipt of such certificate, the Collateral Agent (or Custodian, as applicable) Custodian shall promptly deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Borrower or the Collateral Manager in such certificate; provided that the Collateral Agent Custodian may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, Custodian shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower (or the Collateral Manager Manager) (i) deliver any Collateral, and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager. (c) Upon receiving actual notice of any tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or any request for a waiver, consent, amendment or other modification, in each case, with respect to any Collateral Obligation, the Collateral Agent shall notify the Collateral Manager of such Offer or request. Unless the Advances have been accelerated following an Event of Default, the Collateral Manager may direct (x) the Collateral Agent to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Agreement such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Borrower or the Collateral Agent to agree to or otherwise act with respect to such consent, waiver, amendment or modification. (d) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of any Collateral in the applicable subaccount of Interest Collection Account or the Principal Collection Account, as applicable, unless simultaneously applied to the purchase 154 of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (de) The Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or to the Collateral Manager on its behalf), at such time as effect that there are no Commitments outstanding and all Obligations of the Borrower hereunder and under the (other Facility Documents than unasserted contingent obligations) have been satisfiedsatisfied in full, and upon written request therefor, release any remaining Collateral from the lien of this Agreement. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a), (b), (c) or (be) shall automatically be released from the Lien lien of this Agreement.

Appears in 1 contract

Samples: Credit and Security Agreement (TCW Direct Lending VIII LLC)

Release of Securities. (a) If no Event of Default has occurred and is continuing, and subject to Section 12, the Borrower Issuer may, by delivery of a certificate of a Responsible Issuer Order executed by an Authorized Officer of the Collateral Manager and delivered to the Collateral Agent Trustee at least one two Business Day Days prior to the settlement date for any sale of a security certifying that the sale of such security is being made conditions set forth in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.0112.1 are satisfied, direct the Collateral Agent Trustee to release or cause to be released such security from the lien of this Agreement and, upon Indenture against receipt of payment therefor. (b) The Issuer may, by Issuer Order executed by an Authorized Officer of the Collateral Manager and delivered to the Trustee at least two Business Days prior to the date set for redemption or payment in full of a Pledged Security, certifying that such certificatesecurity is being redeemed or paid in full, direct the Trustee or, at the Trustee’s instructions, the Collateral Agent (or Custodian, as applicable) shall Custodian to deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate endorsed, or, if such security is a Clearing Corporation Security, to cause an appropriate transfer thereof it to be madepresented, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent therefor on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereof. (c) As provided in If no Event of Default has occurred and is continuing, and subject to Section 8.02(a)12, the Issuer may, by Issuer Order executed by an Authorized Officer of the Collateral Agent Manager and delivered to the Trustee or, at the Trustee’s instructions, the Custodian, at least two Business Days prior to the date set for an exchange, tender or sale, certifying that a Collateral Debt Security is subject to an Offer and setting forth in reasonable detail the procedure for response to such Offer, direct the Trustee to deliver such security, if in physical form, duly endorsed, or, if such security is a Clearing Corporation Security, to cause it to be delivered, in accordance with such Issuer Order, in each case against receipt of payment therefor. (d) The Trustee shall deposit any proceeds received by it from the disposition of Collateral a Pledged Security in the applicable subaccount of Interest Collection Account or the Principal Collection Account, as the case may be, unless simultaneously applied to the purchase of additional other Collateral Loans Debt Securities or Eligible Investments as permitted under and in accordance with the requirements of Section 12 and this Article VIII and Article X.Section 10.10. (de) The Collateral Agent Trustee shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), an Issuer Order at such time as there are no Commitments outstanding Notes Outstanding and all Obligations obligations of the Borrower Co-Issuers hereunder and under the other Facility Documents have been satisfied, release any remaining the Collateral from the lien of this AgreementIndenture. (ef) Any security, The Issuer may retain agents (including the Collateral Loan Manager) to assist the Issuer in preparing any notice or amounts that are released pursuant to other report required under this Section 8.07(a) or (b) shall automatically be released from the Lien of this Agreement10.10.

Appears in 1 contract

Samples: Indenture (Taberna Realty Finance Trust)

Release of Securities. (a) If no Event of Default has occurred and is continuingSubject to Article VI, the Borrower Issuer (or the Collateral Advisor on behalf of the Issuer) may, by delivery of a certificate of a Responsible Officer of the Collateral Manager Issuer Order delivered to the Collateral Agent at least one two (2) Business Day Days prior to the settlement date for any sale of a security certifying that the sale Issuer (or the Collateral Advisor on behalf of the Issuer) has determined that a Collateral Debt Security has become a Credit Risk Security (which certification shall contain a short statement of the reason for such determination), a Withholding Tax Security, a Written Down Security, a Defaulted Security or an Equity Security and, in each case, that the Issuer (or the Collateral Advisor on behalf of the Issuer) has directed the Collateral Agent to sell such security is being made in accordance with pursuant to Section 10.01 and such sale complies with all applicable requirements of Section 10.016.01(a), direct the Collateral Agent to release or cause to be released such security from the lien of this Agreement and, upon receipt of such certificateIssuer Order, the Collateral Agent (or Custodian, as applicable) shall release any such security from the Lien of this Agreement and deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate Issuer Order or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager set forth in such certificateIssuer Order; provided provided, however, that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject If no Event of Default has occurred and is continuing and subject to Article VI, the terms Issuer (or the Collateral Advisor on behalf of this Agreementthe Issuer) may, by Issuer Order delivered to the Collateral Agent or Custodian, as applicable, shall, upon at least two (2) Business Days prior to the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is date set for any mandatory call or redemption or payment in full of a Collateral Debt Security and certifying that such security is being redeemed or paid in full, direct the Collateral Agent, or at the Collateral Agent’s instructions, the Accountholder, to release any such security from the Lien of this Agreement and deliver such security, if in physical form, duly endorsed, or, if such security is a Clearing Corporation Security, to cause it to be presented to the appropriate paying agent therefor on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereof. (c) As provided in Section 8.02(a)If no Event of Default has occurred and is continuing and subject to Article VI, the Issuer (or the Collateral Advisor on behalf of the Issuer) may, by Issuer Order delivered to the Collateral Agent shall deposit at least two (2) Business Days prior to the date set for an exchange, tender or sale, certifying that a Collateral Debt Security is subject to an Offer and setting forth in reasonable detail the procedure for response to such Offer, direct the Collateral Agent or, at the Collateral Agent’s instructions, the Accountholder, to release any proceeds received by it such security from the disposition Lien of Collateral this Agreement and deliver such security, if in the applicable subaccount of the Collection Accountphysical form, unless simultaneously applied duly endorsed, or, if such security is a Clearing Corporation Security, to the purchase of additional Collateral Loans or Eligible Investments as permitted under and cause it to be delivered, in accordance with the requirements such Issuer Order, in each case against receipt of this Article VIII and Article X.payment therefor. (d) The Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), an Issuer Order at such time as there are no Commitments outstanding Notes Outstanding and all Obligations obligations of the Borrower hereunder and under Co-Issuers to the other Facility Documents Secured Parties have been satisfied, release any remaining the Collateral from the lien of this Agreement. (e) Any security, Collateral Loan or amounts that are released pursuant to Section 8.07(a) or (b) shall automatically be released from the Lien of this Agreement.

Appears in 1 contract

Samples: Security Agreement (Northstar Realty)

Release of Securities. (a) If no Event of Default has occurred and is continuingSubject to Article XII, the Borrower Issuer may, by delivery of a certificate of a Responsible Issuer Order executed by an Authorized Officer of the Collateral Manager (or other written direction of an Authorized Officer of the Collateral Manager), delivered to the Collateral Agent Trustee at least one Business Day prior to the settlement date for any sale of a security an Asset certifying that the sale of such security Asset is being made in accordance with Section 10.01 12.1 (Sales of Collateral Obligations) hereof and such sale complies with all applicable requirements of Section 10.0112.1 (Sales of Collateral Obligations) (which certification shall be deemed to have been provided by the Collateral Manager upon delivery by the Collateral Manager of an Issuer Order or other written instruction of an Authorized Officer of the Collateral Manager to the Collateral Trustee to sell any such Asset), direct the Collateral Agent Trustee to release or cause to be released such security Asset from the lien of this Agreement Indenture and, upon receipt of such certificateIssuer Order or other written direction, the Collateral Agent (or Custodian, as applicable) Trustee shall deliver any such securityAsset, if in physical form, duly endorsed to the broker or purchaser designated in such certificate Issuer Order or other written direction or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Collateral Manager in such certificateIssuer Order or other written direction; provided that the Collateral Agent Trustee may deliver any such security Asset in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this AgreementIndenture, the Collateral Agent or Custodian, as applicable, shall, Trustee shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, an Issuer Order (i) deliver any Collateral as instructed in such certificateAsset, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this AgreementIndenture, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager. (c) Upon receiving actual notice of any tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or any request for a waiver, consent, amendment or other modification or action with respect to any Collateral Obligation, the Collateral Trustee on behalf of the Issuer shall notify the Collateral Manager of any Collateral Obligation that is subject to an Offer or such request. Unless the Debt has been accelerated following an Event of Default (or if the Debt has been accelerated, with the consent of a Majority of the Controlling Class), the Collateral Manager may direct (x) the Collateral Trustee to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Indenture such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Issuer or the Collateral Trustee to agree to or otherwise act with respect to such consent, waiver, amendment, modification or action; provided that in the absence of any such direction, the Collateral Trustee shall not respond or react to such Offer or request. (d) As provided in Section 8.02(a10.2(a) (Collection Account), the Collateral Agent Trustee shall deposit any proceeds received by it from the disposition of Collateral an Asset in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII X and Article X.XII. (de) The Collateral Agent Trustee shall, (i) upon receipt of a certificate an Issuer Order, release any Unsalable Assets identified in such Issuer Order as having been sold, distributed or disposed of a Responsible Officer pursuant to Section 12.1(k) (Sales of the Borrower (or the Collateral Manager on its behalfObligations), and (ii) upon receipt of an Issuer Order at such time as there are no Commitments outstanding Secured Debt that is Outstanding and all Obligations obligations of the Borrower Issuer hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral Assets from the lien of this AgreementIndenture. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a10.8(a), (b) or (bc) (Release of Securities) shall automatically be released from the Lien lien of this AgreementIndenture. (g) Any amounts paid from the Payment Account to the Holders of the Subordinated Notes in accordance with the Priority of Payments shall be released from the lien of this Indenture.

Appears in 1 contract

Samples: Indenture and Security Agreement (Varagon Capital Corp)

Release of Securities. (a) If no Event The Custodian agrees to comply with the written instructions of Default has occurred the Pledgor and is continuingBank with regard to the release and delivery of Collateral delivered by the Pledgor under this Agreement, provided that those instructions are consistent with the terms of this Agreement and are made in writing by duly authorized officers or employees of both the Pledgor and Bank. Notwithstanding the foregoing, except for the substitution of Collateral, as provided in paragraph (b) of this Section 8, the Borrower may, Custodian shall release Collateral from safekeeping under this Agreement only with the prior written consent of Pledgee and upon the receipt by delivery the Custodian of a certificate of a Responsible Officer of written certification by the Pledgor and Bank that no Obligation secured by the Collateral Manager delivered to the Collateral Agent at least one Business Day prior to the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the Collateral Agent to release or cause to be released is unpaid and outstanding, or has been automatically renewed, which certification shall be in the form attached to this Agreement as Exhibit A or such security other form as may from time to time be required by the Custodian; (b) The Pledgor and Bank may, from time to time, with the prior written consent of the Pledgee: (i) Withdraw Collateral held by the Custodian under this Agreement, provided that the Custodian receives written certification by the Pledgor and Bank, consented to by the Pledgee in the form attached to this Agreement as Exhibit B; and (ii) Substitute Collateral for Collateral of an equal or lesser market value held by the Custodian under this Agreement, provided that the Custodian receives written certification by the Pledgor and Bank, consented to by the Pledgee in the form attached to this Agreement as Exhibit C. (c) In consenting to substitutions or withdrawals of Collateral under this Agreement, the Custodian may rely on a certification of market value provided by the Pledgor, and shall be under no obligation to independently ascertain the market value of either the Collateral it holds or of any Collateral that the Pledgor may provide as a substitute. (d) Upon the release or substitution of Collateral under this Section 8, the Custodian shall within seven (7) days execute and deliver to the Pledgor such endorsements or other instruments of transfer as may be necessary to remove the lien of this Agreement and, upon receipt of such certificate, from the Collateral Agent (that have been released or Custodian, as applicable) shall deliver any such security, if in physical form, duly endorsed for which substitution has been made. The delivery to the broker Pledgor or purchaser designated its designee of any Collateral withdrawn from safekeeping under this Agreement in such certificate or, if such security is compliance with this Section 8 shall constitute a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt complete release and discharge of the sales price therefor as specified by Custodian from all responsibility for, or liability to, any person, including Pledgee, with respect to the Collateral Manager in such certificate; provided that the Collateral Agent may deliver any such security in physical form for examination in accordance with street delivery customso released. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereof. (c) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of Collateral in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Collateral Loans or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (d) The Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), at such time as there are no Commitments outstanding and all Obligations of the Borrower hereunder and under the other Facility Documents have been satisfied, release any remaining Collateral from the lien of this Agreement. (e) Any security, Collateral Loan or amounts that are released pursuant to Section 8.07(a) or (b) shall automatically be released from the Lien of this Agreement.

Appears in 1 contract

Samples: Multiple Party Pledge Agreement

Release of Securities. (a) If no Event of Default has occurred and is continuing, the Borrower or the Collateral Manager may, by delivery of a certificate of a Responsible Officer of the Collateral Manager delivered Officer, deliver to the Collateral Agent at least one (1) Business Day prior to the settlement date for any sale of a security certifying that the sale of such security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the Collateral Agent to release or cause to be released such security from the lien of this Agreement and, upon receipt of such certificate, the Collateral Agent (or Custodian, as applicable) Custodian shall promptly deliver any such security, if in physical form, duly endorsed to the broker or purchaser designated in such certificate or, if such security is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the sales price therefor as specified by the Borrower or the Collateral Manager in such certificate; provided that the Collateral Agent Custodian may deliver any such security in physical form for examination in accordance with street delivery custom. (b) Subject to the terms of this Agreement, the Collateral Agent or Custodian, as applicable, shall, Custodian shall upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and execute such documents or instruments as are presented by the Borrower (or the Collateral Manager Manager) (i) deliver any Collateral, and are reasonably necessary to release or cause to be released such security from the lien of this Agreement, which is set for any mandatory call or redemption or payment in full to the appropriate paying agent on or before the date set for such call, redemption or payment, in each case against receipt of the call or redemption price or payment in full thereofthereof and (ii) provide notice thereof to the Collateral Manager. (c) Upon receiving actual notice of any tender offer, voluntary redemption, exchange offer, conversion or other similar action (an “Offer”) or any request for a waiver, consent, amendment or other modification, in each case, with respect to any Collateral Obligation, the Collateral Agent shall notify the Collateral Manager of such Offer or request. Unless the Advances have been accelerated following an Event of Default, the Collateral Manager may direct (x) the Collateral Agent to accept or participate in or decline or refuse to participate in such Offer and, in the case of acceptance or participation, to release from the lien of this Agreement such Collateral Obligation in accordance with the terms of the Offer against receipt of payment therefor, or (y) the Borrower or the Collateral Agent to agree to or otherwise act with respect to such consent, waiver, amendment or modification. (d) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of any Collateral in the applicable subaccount of Interest Collection Account or the Principal Collection Account, as applicable, unless simultaneously applied to the purchase of additional Collateral Loans Obligations or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (de) The Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or to the Collateral Manager on its behalf), at such time as effect that there are no Commitments outstanding and all Obligations of the Borrower hereunder and under the (other Facility Documents than unasserted contingent obligations) have been satisfiedsatisfied in full, and upon written request therefor, release any remaining Collateral from the lien of this Agreement. (ef) Any security, Collateral Loan Obligation or amounts that are released pursuant to Section 8.07(a), (b), (c) or (be) shall automatically be released from the Lien lien of this Agreement.

Appears in 1 contract

Samples: Credit and Security Agreement (TCW Direct Lending VIII LLC)

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