Common use of Release; Termination Clause in Contracts

Release; Termination. Upon the earlier of (a) the later of (i) payment in full, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral Agent, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrower.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the later terms of the Loan Documents, the security interest in such Collateral will automatically be released without further action by any party and the Collateral Agent will, at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that, except as permitted under Section 5.02(g) of the Credit Agreement, (i) at the time of such request and such release no Event of Default shall have occurred and be continuing, (ii) such Grantor shall have delivered to the Collateral Agent, at least three (3) Business Days prior to the date of the proposed release, a written request for release in reasonable detail describing the item of Collateral, together with a form of release for execution by the Collateral Agent and a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents; (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.06 of the Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.06 of the Credit Agreement, and (iv) in the case of Collateral sold or disposed of, the release of a Lien created hereby will not be effective until the receipt by the Collateral Agent of the Net Cash Proceeds arising from the sale or disposition of such Collateral. (b) Upon the latest of (i) the payment in full, full in cash, cash of the Secured Obligations (other than contingent indemnification obligations which are not then due and payable and payable), (ii) the Termination Date and (biii) the consummation termination or expiration of any sale or foreclosure in respect all Letters of any of the Collateral conducted by or under the direction of the Collateral AgentCredit, the pledge and security interest granted by this Article VII hereby shall automatically terminate and all rights to the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only revert to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such releaseapplicable Grantor. Upon the earlier date referred to in the first sentenceany such termination, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of at the Lender Partiesapplicable Grantor’s expense, enter into approve, execute, assign, transfer and/or deliver to such Grantor such documents and deliver instruments (including, but not limited to UCC termination financing statements or releases) as such documentation as Grantor shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) At such time as the later of Obligations (iother than any contingent indemnification Obligations for which no demand has been made and any Obligations owing to a Non-Lender Secured Party) payment then due and owing shall have been paid in full, the Commitments under the Credit Agreement have been terminated and no Letters of Credit shall be outstanding (except for Letters of Credit that have been cash collateralized or otherwise provided for in casha manner reasonably satisfactory to the Administrative Agent), all Collateral shall be automatically released from the Liens created hereby, and this Security Agreement and all obligations (other than those expressly stated to survive such termination) of the Secured Obligations then due Collateral Agent and payable each Grantor shall automatically terminate, all without delivery of any instrument or performance of any act by any party, and all rights to the Collateral shall revert to the applicable Grantor. At the request and sole expense of any Grantor following any such termination, the Collateral Agent shall promptly execute, acknowledge and deliver to such Grantor such releases, instruments or other documents (ii) the Termination Date including without limitation UCC termination statements), and do or cause to be done all other acts, as such Grantor shall reasonably request to evidence such termination. (b) Upon any Permitted Disposition of Collateral (whether by way of the consummation sale of assets or the sale of Capital Stock of a Grantor of Collateral) of the type described in items (1), (2) (provided the requirements set forth in the first proviso to such section are satisfied), (4) and (5) of the definition of “Permitted Disposition” or any other type of Permitted Disposition involving divestiture of any Grantor’s title to the related Collateral under the Credit Agreement, the Lien pursuant to this Security Agreement on such sold or disposed of Collateral shall be automatically released. In connection with any other Disposition of Collateral not covered by the preceding sentence (whether by way of the sale of assets or foreclosure in respect the sale of any Capital Stock of a Grantor of such Collateral) permitted under the Credit Agreement, the Collateral Agent shall, upon receipt from such Grantor of a written request for the release of the Collateral conducted by subject to such sale or under the direction of the Collateral Agent, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, other disposition (or in the case of a sale of Capital Stock of such Grantor, the foregoing clause (brelease of such Grantor’s Collateral), only at such Grantor’s sole cost and expense, promptly execute, acknowledge and deliver to such Grantor such releases, instruments or other documents (including without limitation UCC termination statements and any amendment or modification of this Security Agreement pursuant to a Security Supplement or otherwise), and do or cause to be done all other acts, as such Grantor shall reasonably request to evidence or effect the extent release of the Liens created hereby (if any) on such Collateral. (c) If the Borrower or any other Grantor requests release documentation with respect to any Collateral disposed released as provided in this Section 11, including without limitation UCC termination statements, any amendment or modification of in such transactionthis Security Agreement pursuant to a Security Supplement or otherwise, and only following or other release-related documentation, the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into Borrower or other Grantor requesting such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable shall deliver to the Collateral Agent in order an Officer’s Certificate stating that the release of such Grantor’s respective Collateral that is to evidence be evidenced by such releaseUCC termination statements or other instruments is permitted pursuant to this Section 11 and the relevant provisions of the Credit Agreement (provided that an Officer’s Certificate delivered to the Collateral Agent pursuant to Section 6.09(c) of the Credit Agreement shall be deemed to satisfy the requirements of this clause (c)). The Collateral Agent shall have no liability whatsoever to any Secured Party as the result of any release of Collateral by it as permitted by this Section 11. (d) Upon the earlier date referred release of any Grantor from its guarantee of the Obligations pursuant to in Section 9.05 (a) or (b) of the first sentenceCredit Agreement, such Grantor shall cease to be a Grantor hereunder and the Borrower items of Collateral owned by such Grantor shall be entitled to released from the returnLien and security interest granted hereby, upon its request and at its expensein connection therewith, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of at the Lender Partiesapplicable Grantor’s sole expense and cost, enter into promptly execute, acknowledge and deliver to such documentation as shall be reasonably requested by the BorrowerGrantor such releases, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, instruments or other documents (including without limitation UCC termination statements and any amendment or modification of this Security Agreement pursuant to a Security Supplement or otherwise), and do or cause to be done all other acts, as such notices as the Borrower may Grantor shall reasonably request, at the Borrower’s expense, request to evidence and confirm or effect the release and discharge of the security interest granted by this Article VII. In Liens created hereby (if any) on such Collateral. (e) The Liens on any Account Collateral that is withdrawn from any Account (in each case, in compliance with the event that Credit Agreement) prior to receipt of a Notice of Exclusive Control (as defined in the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested applicable Account Control Agreement) by the Borrower and reasonably acceptable to Securities Intermediary (as defined in the Collateral Agent Account Control Agreement) or after receipt of a Rescission Notice (as defined in order to evidence the Account Control Agreement) by the Securities Intermediary shall be automatically released upon such release, all at the expense of the Borrowerwithdrawal.

Release; Termination. Upon the earlier of (a) While the later Credit Agreement is in effect, upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Loan Documents and thereafter in accordance with the requirements (if any) of the Secured Hedge Agreements and the Operating Indebtedness Agreements, the security interest granted hereby in such Collateral shall immediately and automatically terminate and all rights to such Collateral shall revert to the applicable Grantors without any further action by the Collateral Agent, any Lender Party, any Hedge Bank, any Operating Lender or any other Person effective as of the time of such sale, lease, transfer or other disposition. (b) Except as provided in Section 17 hereof, (which Obligations shall survive termination), with respect to the Lender Parties, upon the latest of (i) the payment in full, full in cash, cash of the Secured Obligations then due and payable and owing to the Lender Parties, (ii) the Termination Date and (biii) the consummation termination or expiration of all Letters of Credit, the pledge and security interest granted hereby with respect to the Secured Obligations with respect to the Lender Parties shall terminate and all rights to the Collateral in favor of the Lender Parties shall revert to the applicable Grantor without any further action by the Collateral Agent, any Lender Party, any Hedge Bank, any Operating Lender or any other Person. (c) Except as provided in Section 17 hereof (which Obligations shall survive termination), with respect to each Hedge Bank, upon the latest of (i) the payment in full in cash of the Secured Obligations then owing to such Hedge Bank and (ii) the termination of the Secured Hedge Agreement with respect to such Hedge Bank, the pledge and security interest granted hereby with respect the Secured Obligations with respect to such Hedge Bank shall terminate and all rights to the Collateral in favor of such Hedge Bank shall revert to the applicable Grantor without any further action by the Collateral Agent, any Lender Party, any Hedge Bank, any Operating Lender or any other Person. (d) Except as provided in Section 17 hereof (which Obligations shall survive termination), with respect to each Operating Lender, upon the latest of (i) the payment in full in cash of the Secured Obligations then owing to such Operating Lender and (ii) the termination of the Operating Indebtedness Agreement with respect to such Operating Lender, the pledge and security interest granted hereby with respect the Secured Obligations with respect to such Operating Lender shall terminate and all rights to the Collateral in favor of such Operating Lender shall revert to the applicable Grantor without any further action by the Collateral Agent, any Lender Party, any Hedge Bank, any Operating Lender or any other Person. (e) (i) While the Credit Agreement is in effect, if (A) all or a majority of the stock of a Grantor or any of its successors in interest under this Agreement shall be sold or otherwise disposed of (including by merger or consolidation) in a sale not prohibited by the Credit Agreement or foreclosure otherwise consented to by the Collateral Agent on behalf of the Secured Parties, (B) a Grantor shall liquidate or dissolve in a transaction not prohibited by the terms of the Credit Agreement or otherwise consented to by the Collateral Agent on behalf of the Secured Parties or (C) trademarks or service marks are transferred to a Grantor such that it becomes or otherwise qualifies as a Special Purpose Subsidiary, and (ii) if the Credit Agreement is no longer in effect, in accordance with the requirements (if any) of the Secured Hedge Agreements and the Operating Indebtedness Agreements, then, in each case, the obligations of such Grantor or such successor in interest, as the case may be, hereunder shall automatically be discharged and released without any further action by the Collateral Agent, any Lender Party, any Hedge Bank, any Operating Lender or any other Person effective as of the time of such sale, merger, liquidation or dissolution. (f) Upon any termination of the security interest with respect of to any of the Collateral conducted by hereunder or under the direction any discharge and release of the Collateral Agent, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest buta Grantor's obligations hereunder, in the each case as described in subsections (a) through (e) of the foregoing clause (b)this Section 21, only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of at the Lender Partiesapplicable Grantor's expense, enter into execute and deliver to such documentation Grantor such documents as such Grantor shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, request to evidence such termination, discharge or release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrower.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the later of (i) payment in full, in cash, terms of the Secured Obligations then due and payable and (ii) Loan Documents to any Person other than Holdings, the Termination Date and (b) Company or any Domestic Subsidiary that is a Restricted Subsidiary or upon the consummation effectiveness of any sale or foreclosure in respect consent to the release of any of the Collateral conducted by or under the direction of the Collateral Agent, the security interest granted by hereby in any Collateral pursuant to Section 9.11 of the Credit Agreement, the Lien created under this Article VII Agreement on such Collateral (but not on any Proceeds thereof) shall automatically terminate. Upon the release of any Grantor from its Guaranty, if any, in accordance with the terms of the Loan Documents, the Lien created under this Agreement on the Collateral of such Grantor shall automatically terminate and the Collateral such Grantor shall automatically be released from its obligations hereunder. The Administrative Agent will, at such security interest butGrantor’s expense, in the case execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence any release of the foregoing clause Lien created under this Agreement on any Collateral pursuant to this Section 20(a); provided that such Grantor shall have delivered to the Administrative Agent a written request therefor describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, and a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent may request. The Administrative Agent shall be authorized to rely on any such certificate without independent investigation. (b) Upon the latest of (i) the payment in full in cash of the Secured Obligations other than Obligations with respect to Secured Hedge Agreements and Cash Management Obligations not yet due and payable and contingent indemnification obligations not yet accrued and payable, (ii) the Maturity Date of the Term Loan Facility and (iii) the cash collateralization or back-stop (on terms reasonably satisfactory to the Administrative Agent), only to termination or expiration of all Letters of Credit, the extent of the Lien on all Collateral disposed of in such transaction, created under this Agreement shall terminate and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Administrative Agent in order will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the later of (i) payment in full, in cash, terms of the Secured Obligations then due and payable and (ii) Loan Documents to any Person other than Holdings, the Termination Date and (b) Company or any Domestic Subsidiary that is a Restricted Subsidiary or upon the consummation effectiveness of any sale or foreclosure in respect consent to the release of any of the Collateral conducted by or under the direction of the Collateral Agent, the security interest granted by hereby in any Collateral pursuant to Section 9.11 of the Credit Agreement, the Lien created under this Article VII Agreement on such Collateral (but not on any Proceeds thereof) shall automatically terminate. Upon the release of any Grantor from its Guaranty, if any, in accordance with the terms of the Loan Documents, the Lien created under this Agreement on the Collateral of such Grantor shall automatically terminate and the Collateral such Grantor shall automatically be released from its obligations hereunder. The Administrative Agent will, at such security interest butGrantor's expense, in the case execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence any release of the foregoing clause Lien created under this Agreement on any Collateral pursuant to this Section 20(a); provided that such Grantor shall have delivered to the Administrative Agent a written request therefor describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, and a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent may request. The Administrative Agent shall be authorized to rely on any such certificate without independent investigation. (b) Upon the latest of (i) the payment in full in cash of the Secured Obligations other than Obligations with respect to Secured Hedge Agreements and Cash Management Obligations not yet due and payable and contingent indemnification obligations not yet accrued and payable, (ii) the Maturity Date and (iii) the cash collateralization or back-stop (on terms reasonably satisfactory to the Administrative Agent), only to termination or expiration of all Letters of Credit, the extent of the Lien on all Collateral disposed of in such transaction, created under this Agreement shall terminate and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Administrative Agent in order will, at the applicable Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the later of (i) payment in full, in cash, terms of the Secured Obligations then due and payable and Loan Documents (ii) other than to another Loan Party or to a Person becoming or required to become a Loan Party at the Termination Date and time of such sale, lease, transfer or other disposition (b) or within the consummation of any sale 30- or foreclosure 60-day time periods provided for in respect of any Section 6.12 of the Credit Agreement)) (such sale, lease, transfer or other disposition, a “Collateral conducted by or under the direction of the Collateral AgentDisposition”), the assignment, pledge and security interest granted by this Article VII hereby with respect to such collateral shall automatically terminate and the all rights to such Collateral shall automatically be released revert to such Grantor and the Administrative Agent will, at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from such the assignment, pledge and security interest granted hereby; provided, however, that, if requested by the Administrative Agent, such Grantor shall have delivered to the Administrative Agent a written request for release, a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and such other supporting information as the Administrative Agent may reasonably request. For purposes of the foregoing, if any Grantor becomes an Excluded Subsidiary or ceases to be a Restricted Subsidiary, in each case as a result of a transaction permitted under the Loan Documents, such occurrence (but, in the case of a Grantor that becomes an Excluded Subsidiary pursuant to clause (d) of the definition thereof, only upon the request of the Borrower) shall be deemed a Collateral Disposition of such Grantor and all Collateral of such Grantor, entitled to the benefits of the foregoing clause provisions. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than contingent indemnification obligations as to which no claim has been asserted), only to the extent of the Collateral disposed of in such transactionassignment, pledge and only following the receipt by the Collateral Agent of the proceeds of such disposition, security interest granted hereby shall automatically terminate and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Administrative Agent in order will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor in accordance with Section 7.05 of the later Credit Agreement, the Administrative Agent will, at such Grantor’s expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) payment in fullat the time of such request and such release no Default shall have occurred and be continuing, in cash, of the Secured Obligations then due and payable and (ii) such Grantor shall have delivered to the Administrative Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Agent (which release shall be in form and substance satisfactory to the Administrative Agent) and a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent (or the Required Lenders through the Administrative Agent) may reasonably request. (b) Upon the Termination Date and (b) the consummation of for any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral AgentGrantor, the pledge, assignment and security interest granted by this Article VII such Grantor hereunder shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable all rights to the Collateral of such Grantor shall revert to such Grantor. Upon any such termination, the Administrative Agent in order will, at the applicable Grantor’s expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release. Upon termination and deliver to such Grantor all Pledged Securities, Instruments, Tangible Chattel Paper and negotiable documents representing or evidencing the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, Collateral of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested Grantor then held by the Borrower, and as may be reasonably acceptable to the Collateral Administrative Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrower.

Release; Termination. Upon the earlier of (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the later of (i) payment in full, in cash, terms of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation of Loan Documents to a Person that is not a Loan Party or in connection with any sale or foreclosure in respect of any other release of the Liens on the Collateral conducted by or under the direction provided for in Section 9.11 of the Collateral AgentCredit Agreement, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Partiesat such Grantor’s expense, enter into execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such documentation Grantor such documents as such Grantor shall be reasonably requested request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release, together with a form of release for execution by the Borrower, and as may be reasonably acceptable to the Collateral Agent, a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and such other supporting information as the Collateral Agent may reasonably request. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the pledge and assignment made, and security interests granted, hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the later terms of the Collateral Documents (other than sales of Inventory in the ordinary course of business), the applicable Grantor may deliver to the Collateral Trustee a Notice of Partial Release (as defined in the Collateral Trust Agreement) and, upon satisfaction of the conditions set forth in Section 8.01 of the Collateral Trust Agreement, the security interest in such Collateral shall automatically, without further action, be released and the Collateral Trustee shall take such actions as are set forth in Section 8.01 of the Collateral Trust Agreement. (b) Upon the earliest of (i) payment the date on which all Secured Obligations shall have been paid in full, in cash, full after the Maturity Date applicable to each of the Secured Obligations then due and payable and Senior Credit Facilities, (ii) the Termination Date termination of the Security Period and (biii) the consummation of any sale or foreclosure in respect of any date on which the aggregate of the Collateral conducted by or loans and available commitments under the direction of Senior Credit Facilities (or any refinancing thereof) shall be not less than $400,000,000 and the Collateral AgentSenior Lenders (or the lenders under such refinancing) shall have agreed that such loans and available commitments shall not be secured by a Lien, the pledge and security interest granted by this Article VII hereby shall automatically terminate and all rights to the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only revert to the extent of applicable Grantor. Upon any such termination, the Collateral disposed of in Trustee will, at the applicable Grantor's expense, execute and deliver to such transaction, and only following the receipt by the Collateral Agent of the proceeds of Grantor such disposition, and the Collateral Agent, on behalf of the Lender Parties, documents as such Grantor shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order request to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the later terms of the Loan Documents, the pledge and security interest granted hereby in such Collateral shall automatically be released. Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent will, at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the security interest granted hereby; provided , however , that (i) payment in fullsuch Grantor shall have delivered to the Collateral Agent, in cash, at least two Business Days prior to the date of the Secured Obligations then due proposed release, a written request for release with details reasonably satisfactory to the Collateral Agent (including, without limitation, the items of Collateral being released), together with a form of release for execution by the Collateral Agent and payable a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and (ii) the Termination Date proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.07 of the Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.07 of the Credit Agreement. (b) Upon the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral AgentSecurity Termination Date, the pledge and security interest granted by this Article VII hereby shall automatically terminate and all rights to the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only revert to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such releaseapplicable Grantor. Upon the earlier date referred to in the first sentenceany such termination, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of at the Lender Partiesapplicable Grantor’s expense, enter into execute and deliver to such documentation Grantor such documents as such Grantor shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any sale, transfer or other disposition of any item of Collateral of the later Pledgor in accordance with the terms of the Swap Documents at the direction of or with the consent of MLCS, MLCS will, at the Pledgor’s expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) payment in fullat the time of such request and such release no Specified Event of Default shall have occurred and be continuing, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) Pledgor shall have delivered to MLCS, at least ten Business Days prior to the consummation of any sale or foreclosure in respect of any date of the proposed release, a written request for release describing the item of Collateral conducted by or under and the direction terms of the Collateral Agentsale, transfer or other disposition in reasonable detail, including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by MLCS and a certificate of the Pledgor to the effect that the transaction is in compliance with the Swap Documents and as to such other matters as MLCS may request. Notwithstanding the foregoing, MLCS shall release its security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only as required to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied do so pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender PartiesAmendment to Swap Documents. Promptly, enter into and deliver upon any such documentation as shall be reasonably requested by the Borrowertermination, and as may be reasonably acceptable all rights to the Collateral Agentshall revert to the Pledgor and MLCS shall, at the Pledgor’s expense, (i) return to Pledgor all certificates representing the Pledged Equity along with any related endorsements, and (ii) execute and deliver to the Pledgor such documents and take such actions as the Pledgor shall reasonably request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm effect the release of its security interests hereunder. (b) Upon the complete termination of all Confirmation Letters and discharge the payment in full of the Pledgor’s obligations with respect thereto under the Swap Documents or a release of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts pursuant to the Borrower pursuant terms of the Amendment to Section 2.11(b)Swap Documents, the amounts that are so refunded shall automatically be released from the pledge and security interest granted by this Article VII hereby shall terminate and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable all rights to the Collateral Agent in order shall revert to the Pledgor. Promptly, upon any such termination, MLCS shall, at the Pledgor’s expense, (i) return to Pledgor all certificates representing the Pledged Equity along with any related endorsements, and (ii) execute and deliver to the Pledgor such documents and take such actions as the Pledgor shall reasonably request to evidence such release, all at termination to effect the expense release of the Borrowerits security interests hereunder.

Release; Termination. Upon the earlier of (a) Upon any sale, transfer or other disposition of any item of Collateral of the later Pledgor in accordance with the terms of the Swap Documents at the direction of or with the consent of MLCS, MLCS will, at the Pledgor’s expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) payment in fullat the time of such request and such release no Specified Event of Default shall have occurred and be continuing, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) Pledgor shall have delivered to MLCS, at least ten Business Days prior to the consummation of any sale or foreclosure in respect of any date of the proposed release, a written request for release describing the item of Collateral conducted by or under and the direction terms of the Collateral Agentsale, transfer or other disposition in reasonable detail, including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by MLCS and a certificate of the Pledgor to the effect that the transaction is in compliance with the Swap Documents and as to such other matters as MLCS may request. Notwithstanding the foregoing, MLCS shall release its security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only as required to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied do so pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender PartiesAmendment to Swap Documents. Promptly, enter into and deliver upon any such documentation as shall be reasonably requested by the Borrowertermination, and as may be reasonably acceptable all rights to the Collateral Agentshall revert to the Pledgor and MLCS shall, at the Pledgor’s expense, (i) return to Pledgor all certificates representing the Pledged Equity along with any related endorsements, and (ii) execute and deliver to the Pledgor such documents and take such actions as the Pledgor shall reasonably request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm effect the release of its security interests hereunder (b) Upon the complete termination of all Confirmation Letters and discharge the payment in full of the Pledgor’s obligations with respect thereto under the Swap Documents or a release of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts pursuant to the Borrower pursuant terms of the Amendment to Section 2.11(b)Swap Documents, the amounts that are so refunded shall automatically be released from the pledge and security interest granted by this Article VII hereby shall terminate and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable all rights to the Collateral Agent in order shall revert to the Pledgor. Promptly, upon any such termination, MLCS shall, at the Pledgor’s expense, (i) return to Pledgor all certificates representing the Pledged Equity along with any related endorsements, and (ii) execute and deliver to the Pledgor such documents and take such actions as the Pledgor shall reasonably request to evidence such release, all at termination to effect the expense release of the Borrowerits security interests hereunder.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the later of (i) payment in full, in cash, terms of the Secured Obligations then due and payable and Loan Documents (ii) other than to another Loan Party or to a Person becoming or required to become a Loan Party at the Termination Date and time of such sale, lease, transfer or other disposition (b) or within the consummation of any sale 30- or foreclosure 60-day time periods provided for in respect of any Section 6.12 of the Credit Agreement)) (such sale, lease, transfer or other disposition, a “Collateral conducted by or under the direction of the Collateral AgentDisposition”), the assignment, pledge and security interest granted by this Article VII hereby with respect to such collateral shall automatically terminate and the all rights to such Collateral shall automatically be released revert to such Grantor and the Administrative Agent will, at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from such the assignment, pledge and security interest granted hereby; provided, however, that, if requested by the Administrative Agent, such Grantor shall have delivered to the Administrative Agent a written request for release, a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and such other supporting information as the Administrative Agent may reasonably request. For purposes of the foregoing, if any Grantor becomes an Excluded Subsidiary or ceases to be a Restricted Subsidiary, in each case as a result of a transaction permitted under the Loan Documents, such occurrence (but, in the case of the foregoing a Grantor that becomes an Excluded Subsidiary pursuant to clause (b)d) of the definition thereof, only to upon the extent request of the Borrower) shall be deemed a Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds Disposition of such disposition, Grantor and the all Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentenceGrantor, the Borrower shall be entitled to the return, upon its request and at its expense, of such benefits of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowerforegoing provisions.

Release; Termination. Upon the earlier of (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the later of (i) payment in full, in cash, terms of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation of Loan Documents to a Person that is not a Loan Party or in connection with any sale or foreclosure in respect of any other release of the Liens on the Collateral conducted by or under the direction provided for in Section 9.11 of the Collateral AgentCredit Agreement, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Partiesat such Grantor’s expense, enter into execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such documentation Grantor such documents as such Grantor shall be reasonably requested request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release, together with a form of release for execution by the Borrower, and as may be reasonably acceptable to the Collateral Agent, a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and such other supporting information as the Collateral Agent may reasonably request. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank or Hedge Bank shall have been made) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the pledge and security interests granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon (x) any sale, lease, transfer or other disposition of any item of Collateral of any Grantor not prohibited by the later terms of the Loan Documents (iother than to another Loan Party or to a Person becoming or required to become a Loan Party at the time of such sale, lease, transfer or other disposition), (y) any transaction not prohibited by the terms of the Loan Documents, resulting in a Grantor owning any Collateral becoming an Excluded Subsidiary or being released from its obligations under the Guaranty, or (z) any transaction not prohibited by the terms of the Loan Documents, resulting in Collateral becoming Excluded Assets, in each case, the assignment, pledge and security interest granted hereby with respect to such collateral shall automatically terminate and all rights to such Collateral shall revert to such Grantor and the Administrative Agent will, at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment, pledge and security interest granted hereby; provided, however, that, if requested by the Administrative Agent, such Grantor shall have delivered to the Administrative Agent a written request for release, together with a form of release for execution by the Administrative Agent, a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and such other supporting information as the Administrative Agent may reasonably request. (b) Upon the termination of the Aggregate Commitments and the payment in full, full in cash, cash of the Secured Obligations then due (other than contingent indemnification or other contingent obligations and payable obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements, in each case, as to which no claim has been asserted), and the termination or expiration of all Letters of Credit (ii) the Termination Date and (b) the consummation other than Letters of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral AgentCredit which have been Cash Collateralized), the pledge and security interest interests granted by this Article VII hereby shall automatically terminate and all rights to the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only revert to the extent of applicable Grantor. Upon any such termination, the Collateral disposed of in Administrative Agent will, at the applicable Grantor’s expense, execute and deliver to such transaction, and only following the receipt by the Collateral Agent of the proceeds of Grantor such disposition, and the Collateral Agent, on behalf of the Lender Parties, documents as such Grantor shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order request to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any Disposition of any item of the later Collateral in accordance with the terms of the Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent and the Secured Parties will, at the Collateral Provider’s expense, execute and deliver to the Collateral Provider (without recourse or representation or warranty) such documents as the Collateral Provider shall reasonably request to evidence the release of such item of the Collateral from the security interests created hereby; provided, that (i) payment in fullat the time of such request and such release no Specified Default shall have occurred and be continuing, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral Agent, the security interest granted by this Article VII Provider shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable delivered to the Collateral Agent, at least five Business Days prior to the date of the proposed release, a written request for release describing the item of the Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by the Secured Parties and Collateral Agent and a certificate of the Collateral Provider to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Collateral Agent or the Secured Parties may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 8.03 of the Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Administrative Agent when and as required under Section 8.03 of the Credit Agreement. (b) Upon the latest of (i) the payment in full in cash of the Secured Obligations, (ii) the Maturity Date and (iii) the termination or expiration of all Commitments and all Letters of Credit, the security interests created hereby shall terminate and all rights to the Collateral shall revert to the Collateral Provider. Upon any such termination, the Secured Parties and Collateral Agent will, at the Collateral Provider’s expense, execute and deliver to the Collateral Provider (without recourse or representation or warranty) such documents as the Collateral Provider shall reasonably request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the later of (i) payment in full, in cash, terms of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation of Loan Documents to a Person that is not a Loan Party or in connection with any sale or foreclosure in respect of any other release of the Liens on the Collateral conducted by or under the direction provided for in Section 9.11 of the Collateral AgentCredit Agreement, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Partiesat such Grantor’s expense, enter into execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such documentation Grantor such documents as such Grantor shall be reasonably requested request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release, together with a form of release for execution by the Borrower, and as may be reasonably acceptable to the Collateral Agent, a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and such other supporting information as the Collateral Agent may reasonably request. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the pledge and security interests granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon any sale, transfer or other disposition of any item of Collateral of the earlier Pledgor, the Designated Purchaser will, at the Pledgor’s expense and without any representations, warranties or recourse of (a) any kind whatsoever, execute and deliver to the later Pledgor such documents as the Pledgor shall reasonably request to evidence the release of such item of Collateral from the pledge, assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release no Event of Default shall have occurred and be continuing, (ii) the Pledgor shall have delivered to the each Secured Party, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by the Designated Purchaser (which release shall be in from and substance satisfactory to the Designated Purchaser) and a certificate of the Pledgor to the effect that the transaction is in compliance with the Documents and as to such other matters as the Designated Purchaser may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition shall be used to redeem Class A Notes in accordance with Section 3 of the Class A Notes. Notwithstanding the foregoing, the Pledgor agrees that this Agreement shall continue to be effective or be reinstated, as the case may be, if at any time any payment (in full, whole or in cash, part) of any of the Secured Obligations then due and payable and (ii) is rescinded or must otherwise be restored by any Secured Party upon the insolvency, bankruptcy or reorganization of the Pledgor, Holdings or otherwise, all as though such payment had not been made. Upon the Termination Date and (b) the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral AgentDate, the pledge, assignment and security interest granted by this Article VII hereby shall automatically terminate and all rights to the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only revert to the extent Pledgor. Upon any such termination, the Designated Purchaser will, at the Pledgor’s expense and without any representations, warranties or recourse of the Collateral disposed of in such transactionany kind whatsoever, execute and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable deliver to the Collateral Agent in order Pledgor such documents as the Pledgor shall reasonably request to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled termination and deliver to the return, upon its request Pledgor all certificates and at its expense, of such of instruments representing or evidencing the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested then held by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the BorrowerDesignated Purchaser.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the later terms of the Loan Documents, the pledge and security interest granted hereby in such Collateral shall automatically be released. Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent will, at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the security interest granted hereby; provided, however, that (i) payment in fullsuch Grantor shall have delivered to the Collateral Agent, in cash, at least two Business Days prior to the date of the Secured Obligations then due proposed release, a written request for release with details reasonably satisfactory to the Collateral Agent (including, without limitation, the items of Collateral being released), together with a form of release for execution by the Collateral Agent and payable a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and (ii) the Termination Date proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.07 of the Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.07 of the Credit Agreement. (b) Upon the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral AgentSecurity Termination Date, the pledge and security interest granted by this Article VII hereby shall automatically terminate and all rights to the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only revert to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such releaseapplicable Grantor. Upon the earlier date referred to in the first sentenceany such termination, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of at the Lender Partiesapplicable Grantor’s expense, enter into execute and deliver to such documentation Grantor such documents as such Grantor shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the later terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit Agreement, such Collateral shall be automatically and without further action released from the security interests created by this Agreement. The Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (ieither express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that upon the Collateral Agent’s reasonable request, the Borrower shall have delivered to the Administrative Agent and the Collateral Agent a certificate of a Responsible Officer of the Borrower to the effect that the release is in compliance with the Loan Documents (on which certificate the Administrative Agent and the Collateral Agent may conclusively rely). (a) Upon the termination of the Aggregate Commitments and the payment in full, full in cash, cash of the Secured Obligations then due and payable (other than (A) contingent indemnification obligations as to which no claim has been asserted and (iiB) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the Termination Date and termination or expiration without any pending drawing of all Letters of Credit (b) other than Letters of Credit which have been Cash Collateralized or as to which arrangements satisfactory to the consummation L/C Issuer that issued such Letters of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral AgentCredit shall have been made), the pledge and security interest interests granted by this Article VII hereby shall automatically terminate and all rights to the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only revert to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such releaseapplicable Grantor. Upon the earlier date referred to in the first sentenceany such termination, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of at the Lender Partiesapplicable Grantor’s expense, enter into execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such documentation Grantor such documents as such Grantor shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. a. Upon any sale, transfer or other disposition of any Pledged SPE, Intermediate Lessee or Parent Holdco in accordance with the earlier terms of (a) the later Loan Documents, the security interest hereof and related guaranties will be deemed to be released in respect of, and the Agent will, at such Guarantor’s expense, execute and deliver to such Guarantor such documents as such Guarantor shall reasonably request to evidence the release of (i) payment in full, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation of any sale such Pledged SPE or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral Agent, Intermediate Lessee from the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest buthereby, in the case of the foregoing clause any sale, transfer or other disposition of any Pledged SPE or Intermediate Lessee, or (b), only to the extent of the Collateral disposed of in ii) such transaction, Parent Holdco from its obligations hereunder and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of from the security interest granted by this Article VII. In hereby, in the event case of any sale, transfer or other disposition of any Parent Holdco, and to the extent that (A) the Collateral Agent’s consent is required for any deregistration of the interests in such released Collateral from any registry or (B) the Collateral Agent is required to refund initiate any amounts to the Borrower pursuant to Section 2.11(b)such deregistration, the amounts Collateral Agent shall, at such Guarantor’s expense, take all action reasonably requested by such Guarantor to provide such consent or to initiate such deregistration. For the avoidance of doubt, upon or following any sale, transfer or other disposition by any Pledged SPE of any Eligible Aircraft strictly in accordance with the terms of the Loan Documents, such Pledged SPE and any related Intermediate Lessee may be dissolved, liquidated or wound up, provided that are so refunded at the time of such dissolution, liquidation or winding up such Pledged SPE shall automatically not Own any Eligible Aircraft and, in the case of any related Intermediate Lessee, such Intermediate Lessee shall not be released from leasing any Eligible Aircraft Owned by any other Pledged SPE. b. Upon payment in full in cash of the Secured Obligations and termination or expiration of the 2012 Commitments, the pledge, assignment and security interest granted by this Article VII hereby shall terminate and all rights to the Collateral Agentshall revert to the applicable Guarantor. Upon any such termination, on behalf the Agent will, at the applicable Guarantor’s expense, execute and deliver to such Guarantor such documents as such Guarantor shall reasonably request to evidence such termination. c. If, prior to the termination of this Agreement, the Lender Parties, shall enter into such documentation as may Collateral Agent ceases to be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such releaseaccordance with the definition of “Collateral Agent” hereunder, all certificates, instruments or other documents being held by the Collateral Agent at such time shall, as soon as reasonably practicable, be delivered to the expense of the Borrowersuccessor Collateral Agent.

Release; Termination. Upon the earlier of (a) the later Upon any sale, transfer or other Disposition of (i) payment any item of Collateral of any Grantor in full, in cash, accordance with Section 7.05 of the Secured Obligations then due Credit Agreement, the Administrative Agent will, at such Grantor’s expense and payable without any representations, warranties or recourse of any kind whatsoever, promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Administrative Agent, at least five Business Days prior to the date of the proposed release (iior such shorter time to which Administrative Agent may consent), a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Agent (which release shall be in form and substance reasonably satisfactory to the Administrative Agent) and a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents. (b) Upon the Termination Date and (b) the consummation of for any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral AgentGrantor, the pledge, assignment and security interest granted by this Article VII such Grantor hereunder shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable all rights to the Collateral of such Grantor shall revert to such Grantor. Upon any such termination, the Administrative Agent in order will, at the applicable Grantor’s expense and without any representations, warranties or recourse of any kind whatsoever, promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release. Upon termination and deliver to such Grantor all Pledged Securities, Instruments, Tangible Chattel Paper and negotiable documents representing or evidencing the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, Collateral of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested Grantor then held by the Borrower, and as may be reasonably acceptable to the Collateral Administrative Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrower.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the later terms of the Loan Documents, or upon any Subsidiary ceasing to be a Material Subsidiary, the security interests granted under this Agreement by such Grantor in such Collateral or in the shares of stock or other equity interests (including, without limitation, any Initial Pledged Equity) of such Subsidiary that has ceased to be a Material Subsidiary shall immediately terminate and automatically be released and Agent will promptly deliver at the Grantor’s request to such Grantor all certificates representing any Pledged Equity released and all notes and other instruments representing any Pledged Debt, Receivables or other Collateral, and Agent will, at such Grantor’s expense, promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) payment no such documents shall be required unless such Grantor, or lesser period of time agreed by the Agent, shall have delivered to the Agent, at least five Business Days prior to the date such documents are required by Grantor, a written request for release describing the item of Collateral and the consideration to be received in fullthe sale, transfer or other disposition and any expenses in cashconnection therewith, together with a form of release for execution by the Secured Obligations then due Agent and payable and (ii) a certificate of such Grantor to the Termination Date and effect that the transaction is in compliance with the Loan Documents. (b) the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral Agent, the The pledge and security interest granted by this Article VII shall automatically terminate hereby will be terminated as set forth in Section 9.16(b) of the Credit Agreement and upon such termination all rights to the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only revert to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, applicable Grantor and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable Agent will promptly deliver to the Collateral applicable Grantors all certificates representing any Pledged Equity or Pledged Debt, Receivables or other Collateral. Upon any such termination, the Agent in order will, at the applicable Grantor’s expense, promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) the later of (i) payment in fullUpon any sale, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation transfer or other disposition of any sale or foreclosure in respect item of any Collateral of the Collateral conducted by or under the direction of the Collateral AgentGrantor, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, Designated Purchaser on behalf of the Lender PartiesSecured Parties will, at Grantor's expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to Grantor such documents as Grantor shall enter into reasonably request to evidence the release of such documentation as may item of Collateral from the assignment and security interest granted hereby; PROVIDED, HOWEVER, that (i) at the time of such request and such release no Event of Default shall have occurred and be reasonably requested continuing, (ii) Grantor shall have delivered to the Designated Purchaser, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the purchaser of such Collateral Designated Purchaser (which release shall be in form and reasonably acceptable substance satisfactory to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled Designated Purchaser) and a certificate of Grantor to the return, upon its effect that the transaction is in compliance with the Transaction Documents and as to such other matters as the Designated Purchaser may reasonably request and at its expense(iii) the proceeds of any such sale, of such of the Collateral as shall not have been sold lease, transfer or otherwise applied pursuant other disposition required to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably requestapplied, at the Borrower’s expensediscretion of Grantor, to evidence and confirm either reinvestment in the release and discharge business of Grantor or to redemption of the security interest granted by this Article VIINotes in accordance with the terms and conditions of the Notes. In Notwithstanding the event foregoing, it is understood and agreed that all sales of goods and inventory (including laser systems, disposables and related items) made in the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded ordinary course of business shall automatically be released from the liens created by this Agreement and shall not require any further act by or notice to the Designated Purchaser or the Designated Purchaser. (b) Upon the Termination Date, the pledge, assignment and security interest granted by this Article VII hereby shall terminate and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable all rights to the Collateral Agent in order shall revert to Grantor. Upon any such termination, the Designated Purchaser will, at Grantor's expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to Grantor such documents as Grantor shall reasonably request to evidence such releasetermination and deliver to Grantor all Instruments, all at Tangible Chattel Paper and negotiable documents representing or evidencing the expense of Collateral, if any, then held by the BorrowerDesignated Purchaser.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Pledged Collateral of any Loan Party in accordance with the later terms of the Secured Credit Documents to a Person other than a Loan Party or a Subsidiary thereof, such Pledged Collateral shall be released from the assignment and security interest granted hereby, and in connection therewith, the Collateral Agent will, at such Loan Party’s expense, execute and deliver to such Loan Party such documents as such Loan Party shall reasonably request to evidence the release of such item of Pledged Collateral (other than Inventory sold in the ordinary course of business) from the assignment and security interest granted hereby; provided, however, that (i) payment in fullat the time of such request and such release no Default shall have occurred and be continuing, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.02 shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.02, and (biii) the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral Agent, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of Pledged Collateral sold or disposed of, the foregoing clause (b), only to the extent release of the Collateral disposed of in such transaction, and only following a Lien created hereby will not be effective until the receipt by the Collateral Agent of the proceeds Net Cash Proceeds arising from the sale or disposition of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such releasePledged Collateral. Upon the earlier date referred to latest of (i) the payment in full in cash of the first sentenceSecured Credit Obligations (other than contingent indemnification obligations which are not then due and payable) and (ii) the Maturity Date, the Borrower pledge and security interest granted hereby shall be entitled terminate and all rights to the returnPledged Collateral shall revert to the applicable Loan Party; provided that, upon its request and at its expense, of such with respect to that portion of the Collateral as shall not have been sold or otherwise applied pursuant Secured Credit Obligations consisting of Airline Service Agreement Obligations, the pledge and security interest granted hereby (to the terms hereof extent securing Airline Service Agreement Obligations) shall terminate and all rights to such Pledged Collateral shall revert to the applicable Loan Party on the Airline Service Agreement Termination Date. Upon any such termination, the Collateral Agent will, on behalf of at the Lender Partiesapplicable Loan Party’s expense, enter into execute and deliver to such documentation Loan Party such documents as such Loan Party shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowertermination.

Release; Termination. Upon the earlier of (a) the later of (i) payment in full, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral AgentLender, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent Lender of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent Lender in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, will enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral AgentLender, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent Lender is required to refund any amounts to the Borrower pursuant to Section 2.11(b2.10(a), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent Lender in order to evidence such release, all at the expense of the Borrower.

Release; Termination. Upon the earlier of (a) the later of (i) payment in fullUpon any sale, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation transfer or other Disposition of any sale or foreclosure in respect item of Collateral of any Grantor in accordance with Section 7.05 of the Collateral conducted by or under the direction of each Secured Agreement, the Collateral Agent, acting on the instructions of the Applicable Authorized Representative, will, at such Grantor’s expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and release, no Default shall have occurred and be continuing and no Default will occur as a result thereof, (ii) such Grantor shall have delivered to the Collateral Agent, at least five Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent (which release shall be in form and substance reasonably satisfactory to the Collateral Agent) and a certificate of such Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Collateral Agent (or the Required Lenders through the Collateral Agent) may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other Disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.03 of the Term Loan Agreement and Section 2.05 of the Revolving Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03 of the Term Loan Agreement and Section 2.05 of the Revolving Credit Agreement. (b) Upon the Discharge of each of the Secured Obligations, the pledge, assignment and security interest granted by this Article VII such Grantor hereunder shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable all rights to the Collateral Agent in order of such Grantor shall revert to evidence such releaseGrantor. Upon the earlier date referred to in the first sentenceany such termination, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf at the applicable Grantor’s expense and without any representations, warranties or recourse of the Lender Partiesany kind whatsoever, enter into execute and deliver to such documentation Grantor such documents as such Grantor shall be reasonably requested request to evidence such termination and deliver to such Grantor all Pledged Securities, Instruments, Tangible Chattel Paper and negotiable documents representing or evidencing the Collateral of such Grantor then held by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrower.

Release; Termination. Upon the earlier of (a) Upon any sale, transfer or other disposition of any item of Collateral of the later Pledgor in accordance with the terms of the 2005 Pledge Agreement Documents at the direction of or with the consent of the Pledgee, the Pledgee will, at the Pledgor’s expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) payment in fullat the time of such request and such release no Specified Event of Default shall have occurred and be continuing, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) Pledgor shall have delivered to the consummation of any sale or foreclosure in respect of any Pledgee, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral conducted by or under and the direction terms of the Collateral Agentsale, transfer or other disposition in reasonable detail, including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by the Pledgee and a certificate of the Pledgor to the effect that the transaction is in compliance with the 2005 Pledge Agreement Documents and as to such other matters as the Pledgee may request. Notwithstanding the foregoing, the Pledgee shall release its security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only as required to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied do so pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender PartiesAgreement With Respect to Swap Collateral. Promptly, enter into and deliver upon any such documentation as shall be reasonably requested by the Borrowertermination, and as may be reasonably acceptable all rights to the Collateral Agentshall revert to the Pledgor and the Pledgee shall, at the Pledgor’s expense, (i) return to Pledgor all certificates representing the Pledged Equity along with any related endorsements and (ii) execute and deliver to the Pledgor such documents and take such actions as the Pledgor shall reasonably request to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm effect the release of its security interests hereunder. (b) Upon the complete termination of all 2005 Pledge Agreement and discharge the payment in full of the Pledgor’s obligations with respect thereto and under the 2005 Pledge Agreement Documents or a release of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts pursuant to the Borrower pursuant terms of the Amendment to Section 2.11(b)2005 Pledge Agreement Documents, the amounts that are so refunded shall automatically be released from the pledge and security interest granted by this Article VII hereby shall terminate and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable all rights to the Collateral Agent in order shall revert to the Pledgor. Promptly, upon any such termination, the Pledgee shall, at the Pledgor’s expense, (i) return to Pledgor all certificates representing the Pledged Equity along with any related endorsements and (ii) execute and deliver to the Pledgor such documents and take such actions as the Pledgor shall reasonably request to evidence such release, all at termination to effect the expense release of the Borrowerits security interests hereunder.

Release; Termination. Upon the earlier of (a) the later of (i) payment in fullUpon any sale, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation transfer or other disposition of any sale or foreclosure item of Collateral by the Borrower in respect of any of the Collateral conducted by or under the direction of the Collateral Agentaccordance with Section 7.05, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Administrative Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expenseexpense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to the Borrower such documents as the Borrower shall reasonably request pursuant to Section 10.09(c) below to evidence and confirm the release of such item of Collateral from the assignment and discharge of security interest granted hereby. (b) Upon the Termination Date, the pledge, assignment and security interest granted by this Article VII. In the event that Borrower hereunder shall terminate and all rights to the Collateral shall revert to the Borrower. Upon any such termination, the Administrative Agent is required will, at the Borrower’s expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to refund any amounts the Borrower such documents as the Borrower shall reasonably request pursuant to Section 10.09(c) to evidence such termination and deliver to the Borrower all Pledged Securities, Instruments, Tangible Chattel Paper and negotiable documents representing or evidencing the Collateral then held by the Administrative Agent. (c) At the written request of the Borrower pursuant to Section 2.11(b10.09(a) or (b) above, the Administrative Agent will, at the Borrower’s expense and without any representations, warranties or recourse of any kind whatsoever (except as to the release of the Security Interest), execute and deliver to the amounts Borrower such release documents as the Borrower shall reasonably request; provided, however, that are so refunded in the case of any such requested release under Section 10.09(a) (i) at the time of such request and such release no Default shall automatically have occurred and be released from continuing, (ii) the security interest granted Borrower shall have delivered to the Administrative Agent, at least five (5) Business Days (or such shorter period agreed to by this Article VII the Administrative Agent) prior to the date of the proposed release, a written request for release describing the item of Collateral and the Collateral Agent, on behalf terms of the Lender Partiessale, shall enter into such documentation as may be reasonably requested lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Borrower Administrative Agent (which release shall be in form and reasonably acceptable substance satisfactory to the Collateral Agent in order to evidence such release, all at the expense Administrative Agent) and a certificate of the BorrowerBorrower to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent (or the Required Lenders through the Administrative Agent) may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.04 shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Administrative Agent when and as required under Section 2.04.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the terms of the Loan Documents, the pledge and security interest granted hereby in such item of Collateral shall be automatically released at the time of sale, lease, transfer or other disposition without any further action of any Person and all rights to such Collateral shall revert to the applicable Grantor. (b) Upon the release of any Grantor from its obligations under its Guaranty permitted by, and in accordance with the terms of the Loan Documents, such Grantor shall be automatically released from this Agreement and all obligations of such Grantor and all Liens over the Collateral of such Grantor will terminate and be automatically released without any further action of any Person and all rights to such Collateral shall revert to the applicable Grantor. (c) Upon the effectiveness of any written consent to the release of the Lien granted hereby in any Collateral pursuant to Section 10.11(a)(iii) of the Credit Agreement, the pledge and security interest granted hereby in such item of Collateral shall be automatically released at the time of sale, lease, transfer or other disposition without any further action of any Person and all rights to such Collateral shall revert to the applicable Grantor. (d) Upon the later of (i) the payment in full, full of all Secured Obligations (other than in cash, respect of contingent indemnification and reimbursement obligations for which no claim has been made) and the termination of all Letters of Credit (other than to the extent that the Outstanding Amount of the Secured L/C Obligations then due and payable related thereto has been Cash Collateralized in accordance with the terms of the Credit Agreement or a backstop letter of credit reasonably satisfactory to the applicable L/C Issuer is in place) and (ii) the Termination Date Latest Maturity Date, (A) this Agreement and all other rights, powers and remedies in connection therewith shall immediately and automatically terminate in all respects, (B) the pledge and security interests granted hereby in all Collateral and all other obligations hereunder shall immediately and automatically terminate in all respects and (bC) the consummation of any sale or foreclosure in respect of any of the Collateral conducted by or under the direction of the Collateral Agent, the security interest granted by this Article VII shall automatically terminate and all rights to the Collateral shall automatically be released from revert to the applicable Grantor, all without any further action of any Person. (e) In connection with such security interest butrelease or termination pursuant to clause (a), in the case of the foregoing clause (b), only (c) or (d) of this Section 30, the Administrative Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents and/or authorize the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds filing of such dispositionfinancing statements, and the Collateral Agent, on behalf of the Lender Parties, in each case as such Grantor shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent request in order writing to evidence such release. Upon the earlier date referred to release or termination and return all Collateral in the first sentence, the Borrower shall be entitled its possession (if any) to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrowerapplicable Grantor.

Release; Termination. Upon the earlier of (a) the later of (i) payment in fullUpon any sale, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation transfer or other disposition of any sale or foreclosure in respect item of any Collateral of the Collateral conducted by or under the direction of the Collateral AgentGrantor, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, Designated Note Investor on behalf of the Lender PartiesSecured Parties will, at Grantor's expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to Grantor such documents as Grantor shall enter into reasonably request to evidence the release of such documentation as may item of Collateral from the assignment and security interest granted hereby; PROVIDED, HOWEVER, that (i) at the time of such request and such release no Event of Default shall have occurred and be reasonably requested continuing, (ii) Grantor shall have delivered to the Designated Note Investor, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the purchaser of such Collateral Designated Note Investor (which release shall be in form and reasonably acceptable substance satisfactory to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled Designated Note Investor) and a certificate of Grantor to the return, upon its effect that the transaction is in compliance with the Investment Documents and as to such other matters as the Designated Note Investor may reasonably request and at its expense(iii) the proceeds of any such sale, of such of the Collateral as shall not have been sold lease, transfer or otherwise applied pursuant other disposition required to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably requestapplied, at the Borrower’s expensediscretion of Grantor, to evidence and confirm either reinvestment in the release and discharge business of Grantor or to redemption of the security interest granted by this Article VIINotes in accordance with the terms and conditions of the Notes. In Notwithstanding the event foregoing, it is understood and agreed that all sales of goods and inventory (including laser systems, disposables and related items) made in the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded ordinary course of business shall automatically be released from the liens created by this Agreement and shall not require any further act by or notice to the Designated Note Investor or the Secured Parties. (b) Upon the Termination Date, the pledge, assignment and security interest granted by this Article VII hereby shall terminate and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable all rights to the Collateral Agent in order shall revert to Grantor. Upon any such termination, the Designated Note Investor will, at Grantor's expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to Grantor such documents as Grantor shall reasonably request to evidence such releasetermination and deliver to Grantor all Instruments, all at Tangible Chattel Paper and negotiable documents representing or evidencing the expense of Collateral, if any, then held by the BorrowerDesignated Note Investor.

Release; Termination. Upon the earlier of (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the later terms of the Junior Lien Documents and the Collateral Trust Agreement, the Collateral Trustee will, at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) payment in fullat the time of such request and such release no Default shall have occurred and be continuing, in cash, of the Secured Obligations then due and payable and (ii) such Grantor shall have delivered to the Termination Date Collateral Trustee, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Trustee and a certificate of such Grantor and, if reasonably requested by the Collateral Trustee, an opinion of counsel to the effect that the transaction is in compliance with the Junior Lien Documents and as to such other matters as the Collateral Trustee may request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance the Junior Lien Documents shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Trustee when and as required under the Collateral Trust Agreement and the Junior Lien Documents. (b) Upon the consummation of any sale or foreclosure in respect of any occurrence of the Collateral conducted by or under the direction of conditions set forth in the Collateral AgentTrust Agreement, the security interest granted by this Article VII hereby shall automatically terminate hereunder and of record and all rights to the Collateral shall automatically be released from revert to Grantors. Upon any such security interest buttermination the Collateral Trustee shall, in at Grantors’ expense, execute and deliver to Grantors or otherwise authorize the case filing of the foregoing clause (b)such documents as Grantors shall reasonably request, only including financing statement amendments to evidence such termination. To the extent a release is expressly permitted pursuant to Section 4.1 of the Collateral disposed Trust Agreement, the Liens granted herein shall be deemed to be automatically released and such property shall automatically revert to the applicable Grantor with no further action on the part of in such transactionany Person. The Collateral Trustee shall, at Grantor’s expense, execute and only following deliver or otherwise authorize the receipt by the Collateral Agent of the proceeds filing of such dispositiondocuments as Grantors shall reasonably request, in form and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be substance reasonably requested by the purchaser of such Collateral and reasonably acceptable satisfactory to the Collateral Agent in order Trustee, including financing statement amendments to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower The Collateral Trustee shall be entitled to the return, upon its request and at its expense, of such release all or any portion of the Collateral as shall not have been sold or otherwise applied pursuant solely on the terms and subject to the terms hereof and condition set forth in Section 4.1 of the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the BorrowerTrust Agreement.

Release; Termination. Upon the earlier of (a) Upon the later release of any item of Collateral of any Grantor in accordance with Section 12.03 of the Indenture, the Collateral Agent will, at such Grantor’s expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) payment in fullsuch Grantor shall have delivered to the Collateral Agent, in cash, at least five Business Days prior to the date of the Secured Obligations then due proposed release, a written request for release describing the item of Collateral and, if applicable, the terms of the sale, lease, transfer or other disposition giving rise to such release in reasonable detail, including the price thereof and payable any expenses in connection therewith, together with a form of release for execution by the Collateral Agent (which release shall be in form and substance reasonably satisfactory to the Collateral Agent) and a certificate of such Grantor to the effect that the transaction is in compliance with the Security Documents and the Indenture and as to such other matters as the Collateral Agent may reasonably request and (ii) the Termination Date proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 4.07 of the Indenture shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 4.07 of the Indenture. (b) Upon the consummation release of any sale or foreclosure in respect of any Grantor pursuant to Section 10.05 of the Collateral conducted by or under the direction of the Collateral AgentIndenture, the pledge, assignment and security interest granted by this Article VII such Grantor hereunder shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable all rights to the Collateral Agent in order of such Grantor shall revert to evidence such releaseGrantor. Upon the earlier date referred to in the first sentenceany such termination, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf at the applicable Grantor’s expense and without any representations, warranties or recourse of the Lender Partiesany kind whatsoever, enter into execute and deliver to such documentation Grantor such documents as such Grantor shall be reasonably requested request to evidence such termination and deliver to such Grantor all Pledged Securities, Instruments, Tangible Chattel Paper and negotiable documents representing or evidencing the Collateral of such Grantor then held by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the Borrower’s expense, to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable to the Collateral Agent in order to evidence such release, all at the expense of the Borrower.

Release; Termination. Upon the earlier of (a) the later of (i) payment in full, in cash, of the Secured Obligations then due and payable and (ii) the Termination Date and (b) the consummation of Upon any sale or foreclosure in respect redemption of any of the Security Collateral conducted by or under in accordance with the direction terms of the Collateral AgentLoan Documents, the security interest granted by this Article VII shall automatically terminate and the Collateral shall automatically be released from such security interest but, in the case of the foregoing clause (b), only to the extent of the Collateral disposed of in such transaction, and only following the receipt by the Collateral Agent of the proceeds of such disposition, and the Collateral Agent, on behalf of the Lender Parties, shall enter into such documentation as may be reasonably requested by the purchaser of such Collateral and reasonably acceptable to the Collateral Agent in order to evidence such release. Upon the earlier date referred to in the first sentence, the Borrower shall be entitled to the return, upon its request and at its expense, of such of the Collateral as shall not have been sold or otherwise applied pursuant to the terms hereof and the Collateral Agent will, on behalf of the Lender Parties, enter into and deliver such documentation as shall be reasonably requested by the Borrower, and as may be reasonably acceptable to the Collateral Agent, to evidence such release, including UCC termination statements and such notices as the Borrower may reasonably request, at the BorrowerPledgor’s expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence and confirm the release and discharge of the security interest granted by this Article VII. In the event that the such item of Collateral Agent is required to refund any amounts to the Borrower pursuant to Section 2.11(b), the amounts that are so refunded shall automatically be released from the security interest granted by this Article VII hereby, subject to Section 10(a)(ii), provided, however, that (i) at the time of such request and such release no Default shall have occurred and be continuing, (ii) the Collateral Agent, on behalf of the Lender Parties, Pledgor shall enter into such documentation as may be reasonably requested by the Borrower and reasonably acceptable have delivered to the Collateral Agent a written request for release describing the Collateral and the terms of such partial redemption, together with a form of release for execution by the Collateral Agent and a certificate of the Pledgor to the effect that the transaction is in order compliance with the Loan Documents and as to such other matters as the Collateral Agent may request and (iii) the proceeds of any such redemption required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.05 of the Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.05 of the Credit Agreement. (b) Upon the conversion of any Pledged Equity into Cayco Shares on the Termination Date pursuant to Section 10(a)(i), the pledge and security interest granted hereby in respect of the Pledged Equity so converted and the Cayco Shares issued as a result of such conversion shall automatically terminate. Upon any such termination, the Collateral Agent will, at the Pledgor’s expense, execute and deliver to the Pledgor such documents as the Pledgor shall reasonably request to evidence such releasetermination. (c) Upon the repayment of the Secured Obligations and the termination of the Commitments on the Termination Date, the pledge and security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Pledgor. Upon any such termination, the Collateral Agent will, at the expense of Pledgor’s expense, execute and deliver to the BorrowerPledgor such documents as the Pledgor shall reasonably request to evidence such termination.