Common use of Release of Subsidiary Guarantee Clause in Contracts

Release of Subsidiary Guarantee. Any Subsidiary Guarantee executed pursuant to Section 4.09 of this Indenture (including, without limitation, any Subsidiary Guarantee of the Notes issued as of the Issue Date), shall be automatically and unconditionally released upon the release of the guarantee or the obligation that resulted in Section 4.09 of this Indenture becoming applicable (other than by reason of payment under such guarantee) without any action required on the part of the Trustee or any Holder of the Notes upon such Subsidiary Guarantor ceasing to guarantee or be an obligor with respect to the Revolving Credit Facility or a guarantor or obligor under any other Credit Facility Debt or Capital Markets Debt of the Company or any of the Subsidiary Guarantors. In addition, any Subsidiary Guarantee of this Indenture shall be automatically and unconditionally released upon: (i) upon the sale or other disposition (including by way of consolidation or merger), in one transaction or a series of related transactions, of a majority of the total voting power of the capital stock or other interests of such Subsidiary Guarantor (other than to the Company or any Affiliate of the Company); or (ii) upon the sale or disposition of all or substantially all the property of such Subsidiary Guarantor (other than to any Affiliate of the Company other than another Subsidiary Guarantor); provided, however, that, in each case, after giving effect to such transaction, such Subsidiary is no longer liable for any guarantee or other obligations in respect of any Credit Facility Debt or Capital Markets Debt of the Company or any of its Subsidiaries. Any Subsidiary Guarantee also will be released if the Company exercises its Legal Defeasance or its Covenant Defeasance option as set forth in Article Eight, or if the Company’s obligations under this Indenture are discharged as set forth in Section 8.08. The Company will give written notice as promptly as practicable to the Trustee of the automatic release of any Subsidiary Guarantee pursuant to this Section 10.04. At the Company’s request, the Trustee will execute and deliver any documents, instructions or instruments evidencing any such release.

Release of Subsidiary Guarantee. Any Subsidiary Guarantee executed pursuant to Section 4.09 In the event of this Indenture (including, without limitation, any Subsidiary Guarantee of the Notes issued as of the Issue Date), shall be automatically and unconditionally released upon the release of the guarantee or the obligation that resulted in Section 4.09 of this Indenture becoming applicable (other than by reason of payment under such guarantee) without any action required on the part of the Trustee or any Holder of the Notes upon such Subsidiary Guarantor ceasing to guarantee or be an obligor with respect to the Revolving Credit Facility or a guarantor or obligor under any other Credit Facility Debt or Capital Markets Debt of the Company or any of the Subsidiary Guarantors. In addition, any Subsidiary Guarantee of this Indenture shall be automatically and unconditionally released upon: (i) upon a merger or consolidation to which a Guarantor is a party, then the sale Person formed by or other disposition surviving such merger or consolidation (including by way of consolidation or merger), in one transaction or a series of related transactions, of a majority of the total voting power of the capital stock or other interests of such Subsidiary Guarantor (other than to the Company or any Affiliate of the Company); or (ii) upon the sale or disposition of all or substantially all the property of such Subsidiary Guarantor (other than to any Affiliate of the Company other than another Subsidiary Guarantor); provided, however, that, in each caseif, after giving effect to such transaction, other than the Company or a Restricted Subsidiary of the Company) shall be released and discharged from the obligations of such Guarantor under its Subsidiary is no longer liable for any guarantee Guarantee, (ii) a sale or other disposition (whether by merger, consolidation or otherwise) of all of the Equity Interests of a Guarantor at the time owned by the Company and its Restricted Subsidiaries to any Person that, after giving effect to such transaction, is neither the Company nor a Restricted Subsidiary of the Company, or (iii) the release and discharge of a Guarantor from all obligations in respect under Guarantees of (x) Obligations under the Credit Agreement and (y) any Credit Facility Debt or Capital Markets Debt other Indebtedness of the Company or any of its Restricted Subsidiaries. Any Subsidiary Guarantee also will , then, in each such case, such Guarantor shall be released if and discharged from its obligations under its Subsidiary Guarantee; provided that, in the case of each of clauses (i) and (ii) above, (A) the relevant transaction is in compliance with the terms of this Indenture and (B) the Person being released and discharged shall have been released and discharged from all obligations it might otherwise have under Guarantees of Indebtedness of the Company exercises or any of its Legal Defeasance Restricted Subsidiaries and, in the case of each of clauses (i), (ii) and (iii) above, immediately after giving effect to such transaction, no Default or its Covenant Defeasance option as set forth in Article EightEvent of Default shall exist. Upon any Guarantor ceasing to be a Guarantor pursuant to any provision of this Indenture, or if at the Company’s obligations under this Indenture are discharged as set forth in Section 8.08. The Company will give written notice as promptly as practicable to the Trustee request of the automatic release Company which request shall be accompanied by an Officers' Certificate and an Opinion of any Subsidiary Guarantee pursuant Counsel, each certifying that no Event of Default (or event or condition which with the giving of notice or the passage of time would become an Event of Default) exists and is continuing and that all conditions precedent herein provided relating to this Section 10.04. At the Company’s request12.06 have been complied with, the Trustee will shall execute and deliver any documents, instructions or instruments an appropriate instrument evidencing any such release. Any Guarantor not released from its obligations under its Guarantee shall remain liable for the full amount of principal of, premium, if any, and interest and Liquidated Damages, if any, on the Notes and for the other obligations of such Guarantor under this Indenture as and to the extent provided in this Indenture.

Release of Subsidiary Guarantee. Any Subsidiary Guarantee executed pursuant to Section 4.09 of this Indenture (including, without limitation, any Subsidiary Guarantee of the Notes issued as of the Issue Date), shall be automatically and unconditionally released upon the release of the guarantee or the obligation that resulted in Section 4.09 of this Indenture becoming applicable (other than by reason of payment under such guarantee) without any action required on the part of the Trustee or any Holder of the Notes upon such Subsidiary Guarantor ceasing to guarantee or be an obligor with respect to the Revolving Credit Facility or a guarantor or obligor under any other Credit Facility Debt or Capital Markets Debt of the Company or any of the Subsidiary Guarantors. In addition, any Subsidiary Guarantee of this Indenture shall be automatically and unconditionally released upon: (i) upon the sale or other disposition (including by way of consolidation or merger), in one transaction or a series of related transactions, of a majority of the total voting power of the capital stock or other interests of such Subsidiary Guarantor (other than to the Company or any Affiliate of the Company); or (ii) upon the sale or disposition of all or substantially all the property of such Subsidiary Guarantor (other than to any Affiliate of the Company other than another Subsidiary Guarantor); provided, however, that, in each case, after giving effect to such transaction, such Subsidiary is no longer liable for any guarantee or other obligations in respect of any Credit Facility Debt or Capital Markets Debt of the Company or any of its Subsidiariesthe Subsidiary Guarantors. Any Subsidiary Guarantee also will be released if the Company exercises its Legal Defeasance or its Covenant Defeasance option as set forth in Article Eight, or if the Company’s obligations under this Indenture are discharged as set forth in Section 8.08. The Company will give written notice as promptly as practicable to the Trustee of the automatic release of any Subsidiary Guarantee pursuant to this Section 10.04. At the Company’s request, the Trustee will execute and deliver any documents, instructions or instruments evidencing any such release.

Release of Subsidiary Guarantee. Any Subsidiary Guarantee executed pursuant to Section 4.09 of this Indenture (including, without limitation, any Subsidiary Guarantee of the Notes Securities issued as of the Issue Date), shall be automatically and unconditionally released upon the release of the guarantee or the obligation that resulted in Section 4.09 of this Indenture becoming applicable (other than by reason of payment under such guarantee) without any action required on the part so long as such Subsidiary of the Trustee or any Holder of the Notes upon Company is not at such Subsidiary Guarantor ceasing to guarantee or be an obligor with respect to the Revolving Credit Facility or a guarantor or obligor under time guaranteeing any other Credit Facility Debt or Capital Markets Debt of the Company or any Subsidiary of the Subsidiary GuarantorsCompany and no Default or Event of Default is then continuing. In addition, any Subsidiary Guarantee of this Indenture shall be automatically and unconditionally released upon: (i) upon the sale or other disposition (including by way of consolidation or merger), in one transaction or a series of related transactions, of a majority of the total voting power of the capital stock or other interests of such Subsidiary Guarantor (other than to the Company or any Affiliate affiliate of the Company); or (ii) upon the sale or disposition of all or substantially all the property of such Subsidiary Guarantor (other than to any Affiliate affiliate of the Company other than another Subsidiary Guarantor); provided, however, that, in each case, after giving effect to such transaction, such Subsidiary Guarantor is no longer liable for any guarantee or other obligations in respect of any Credit Facility Debt or Capital Markets Debt of the Company or any of its Subsidiaries. Any Subsidiary Guarantee also will be released if the Company exercises its Legal Defeasance legal defeasance or its Covenant Defeasance covenant defeasance option as set forth in Article Eight, or if the Company’s obligations under this Indenture are discharged as set forth in Section 8.08. The Company will give prompt written notice as promptly as practicable to the Trustee of the automatic release of any Subsidiary Guarantee pursuant to this Section 10.0410.05. At the Company’s request, the Trustee will execute and deliver any documents, instructions or instruments evidencing any such release.

Release of Subsidiary Guarantee. Any Subsidiary Guarantee executed issued pursuant to Section 4.09 of this Indenture (including, without limitation, any Subsidiary Guarantee of the Notes issued as of on the Issue Date), ) shall be automatically and unconditionally released upon the release of the guarantee or the obligation that resulted in Section 4.09 of this Indenture becoming applicable (other than by reason of payment under such guarantee) without any action required on so long as the part of the Trustee or any Holder of the Notes upon Subsidiary Guarantor providing such Subsidiary Guarantor ceasing to guarantee or be an obligor with respect to the Revolving Credit Facility or a guarantor or obligor under Guarantee is not at such time guaranteeing any other Credit Facility Debt or Capital Markets Debt of the Company or any Subsidiary of the Subsidiary GuarantorsCompany and no Default or Event of Default is then continuing. In addition, any Subsidiary Guarantee of this Indenture shall be automatically and unconditionally released upon: (i) upon the sale or other disposition (including by way of consolidation or merger), in one transaction or a series of related transactions, of a majority of the total voting power of the capital stock or other interests of such Subsidiary Guarantor (other than to the Company or any Affiliate of the Company); or (ii) upon the sale or disposition of all or substantially all the property of such Subsidiary Guarantor (other than to any Affiliate of the Company other than another Subsidiary Guarantor); provided, however, that, in each case, after giving effect to such transaction, such Subsidiary Guarantor is no longer liable for any guarantee or other obligations in respect of any Credit Facility Debt or Capital Markets Debt of the Company or any of its Subsidiaries. Any Subsidiary Guarantee shall also will be automatically and unconditionally released if the Company exercises its the Legal Defeasance or its the Covenant Defeasance option as set forth in Article Eight, Eight or if the Company’s obligations under this the Indenture are discharged as set forth in Section 8.08. The Company will give prompt written notice as promptly as practicable to the Trustee of the automatic release of any Subsidiary Guarantee pursuant to this Section 10.0410.05. At the Company’s requestwritten instruction, the Trustee will execute and deliver any documents, instructions or instruments evidencing any such release.