Common use of Release Request and Certificate Clause in Contracts

Release Request and Certificate. The Borrower shall have delivered to the Administrative Agent, on or prior to the date that is ten (10) Business Days (or such shorter period of time as agreed to by the Administrative Agent) before the date on which a Release is to be effected, written notice that it is requesting a Release, which notice shall identify the Subsidiary Guarantors and, in the case of a Collateral Release, the Collateral to be released and the proposed effective date for such Release, together with a certificate signed by a Responsible Officer of the Parent Guarantor (such certificate, a “Release Certificate”), certifying that: (i) in the case of an Investment Grade Release, the Investment Grade Ratings Criteria have been satisfied; (ii) in the case of a Collateral Release, the Leverage Ratio is less than or equal to 6.50 to 1.00 as of the end of the two most recently completed consecutive fiscal quarter periods and as reflected on the most recently delivered Compliance Certificate delivered pursuant to Section 9.3; (iii) no Subsidiary Guarantor to be released is an Unsecured Indebtedness Subsidiary (except an Unsecured Indebtedness Subsidiary that solely has obligations under the Loan Documents and any Unsecured Indebtedness in respect of which such Subsidiary Guarantor shall be released as a borrower or guarantor or other obligor substantially concurrently with the release hereunder); and (iv) in the case of a Collateral Release, the Collateral shall be released under any Pari Passu Debt substantially contemporaneously with such Collateral Release; and at the time of the delivery of notice requesting such release, on the proposed effective date of such Release and immediately before and immediately after giving effect to such Release, (x) no Default or Event of Default has occurred and is continuing or would result therefrom and (y) the representations and warranties contained in Article VII and in the other Loan Documents are true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the effective date of such Release with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and except that for purposes of this Section 8.15, the representations and warranties contained in subsection (k) of Section 7.1 shall be deemed to refer to the most recent statements furnished pursuant to Sections 9.1 and 9.2.

Release Request and Certificate. The Borrower shall have delivered to the Administrative Agent, on or prior to the date that is ten (10) Business Days (or such shorter period of time as agreed to by the Administrative Agent) before the date on which a Release is to be effected, written notice that it is requesting a Release, which notice shall identify the Subsidiary Guarantors and, in the case of a Collateral Release, the Collateral to be released and the proposed effective date for such Release, together with a certificate signed by a Responsible Officer of the Parent Guarantor (such certificate, a “Release Certificate”), certifying that: (i) in the case of an Investment Grade Release, the Investment Grade Ratings Criteria have been satisfied; (ii) in the case of a Collateral Release, the Leverage Ratio is less than or equal to 6.50 to 1.00 as of the end of the two most recently completed consecutive fiscal quarter periods and as reflected on the most recently delivered Compliance Certificate delivered pursuant to Section 9.3.; (iii) no Subsidiary Guarantor to be released is an Unsecured Indebtedness Subsidiary (except an Unsecured Indebtedness Subsidiary that solely has obligations under the Loan Documents and any Unsecured Indebtedness in respect of which such Subsidiary Guarantor shall be released as a borrower or guarantor or other obligor substantially concurrently with the release hereunder); and (iv) in the case of a Collateral Release, the Collateral shall be released under any Pari Passu Debt substantially contemporaneously with such Collateral Release; and at the time of the delivery of notice requesting such release, on the proposed effective date of such Release and immediately before and immediately after giving effect to such Release, (x) no Default or Event of Default has occurred and is continuing or would result therefrom and (y) the representations and warranties contained in Article VII and in the other Loan Documents are true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the effective date of such Release with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and except that for purposes of this Section 8.15, the representations and warranties contained in subsection (k) of Section 7.1 shall be deemed to refer to the most recent statements furnished pursuant to Sections 9.1 and 9.2.and

Release Request and Certificate. The Borrower shall have delivered to the Administrative Agent, on or prior to the date that is ten (10) Business Days (or such shorter period of time as agreed to by the Administrative Agent) before the date on which a Release is to be effected, written notice that it is requesting a Release, which notice shall identify the Subsidiary Guarantors and, in the case of a Collateral Release, the Collateral to be released and the proposed effective date for such Release, together with a certificate signed by a Responsible Officer of the Parent Guarantor (such certificate, a “Release Certificate”), certifying that: (i) : · in the case of an Investment Grade Release, the Investment Grade Ratings Criteria have been satisfied; (ii) ; · in the case of a Collateral Release, the Leverage Ratio is less than or equal to 6.50 to 1.00 as of the end of the two most recently completed consecutive fiscal quarter periods and as reflected on the most recently delivered Compliance Certificate delivered pursuant to Section 9.3; (iii) .; · no Subsidiary Guarantor to be released is an Unsecured Indebtedness Subsidiary (except an Unsecured Indebtedness Subsidiary that solely has obligations under the Loan Documents and any Unsecured Indebtedness in respect of which such Subsidiary Guarantor shall be released as a borrower or guarantor or other obligor substantially concurrently with the release hereunder); and (iv) and · in the case of a Collateral Release, the Collateral shall be released under any Pari Passu Debt substantially contemporaneously with such Collateral Release; and at the time of the delivery of notice requesting such release, on the proposed effective date of such Release and immediately before and immediately after giving effect to such Release, (x) no Default or Event of Default has occurred and is continuing or would result therefrom and (y) the representations and warranties contained in Article VII VII. and in the other Loan Documents are true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall be true and correct in all respects) on and as of the effective date of such Release with the same force and effect as if made on and as of such date, except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (unless such representation and warranty is qualified by materiality, in which event such representation and warranty shall have been true and correct in all respects) on and as of such earlier date) and except for changes in factual circumstances permitted under the Loan Documents, and except that for purposes of this Section 8.15, the representations and warranties contained in subsection (k) of Section 7.1 shall be deemed to refer to the most recent statements furnished pursuant to Sections 9.1 and 9.2.all