Release; Termination. Upon any sale, transfer or other disposition (direct or indirect) of any item of Collateral of any Pledgor in accordance with Section 7.05 of the Credit Agreement, the Administrative Agent will, at such Pledgor’s expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to such Pledgor such documents as such 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, and (ii) such Pledgor shall have delivered to the Administrative 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, without limitation, 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 Pledgor 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.
Appears in 3 contracts
Samples: Credit Agreement (Integra Lifesciences Holdings Corp), Credit Agreement (Integra Lifesciences Holdings Corp), Credit Agreement (Integra Lifesciences Holdings Corp)
Release; Termination. Upon any sale, transfer or other disposition (direct or indirect) of any item of Collateral Collateral, whether direct or indirect, of any Pledgor Grantor in accordance with Section 7.05 of the Credit Agreement, the Administrative Agent will, at such PledgorGrantor’s expense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to such Pledgor Grantor such documents as such Pledgor Grantor 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, continuing and (ii) such Pledgor Grantor shall have delivered to the Administrative Agent, at least five 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, 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 Pledgor 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. The provisions of this Section 2.7(a) shall apply to Dispositions of the capital stock of a Grantor (whether direct or indirect) in compliance with Section 7.05 of the Credit Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Integra Lifesciences Holdings Corp), Credit Agreement (Integra Lifesciences Holdings Corp)
Release; Termination. Upon any sale, lease, transfer or other disposition (direct or indirect) of any item of Collateral of any Pledgor Grantor in accordance with Section 7.05 the terms of the Credit AgreementLoan Documents (other than sales of Inventory in the ordinary course of business), the Administrative Agent will, at such Pledgor’s expense and without any representations, warranties or recourse of any kind whatsoeverGrantor's expense, execute and deliver to such Pledgor Grantor such documents as such Pledgor Grantor 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 Default or Event of Default shall have occurred and be continuing, and (ii) such Pledgor Grantor shall have delivered to the Administrative Agent, at least five 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 Administrative Agent (which release shall be in form and substance satisfactory to the Administrative Agent) and a certificate of such Pledgor 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 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 the Required Lenders through Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Administrative Agent) may reasonably requestAgent when and as required under the Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (Macdermid Inc)
Release; Termination. (a) Upon any sale, lease, transfer or other disposition (direct or indirect) of any item of Collateral of any Pledgor Grantor or release of any Guaranty by a Grantor, in each case in accordance with Section 7.05 the terms of the Credit AgreementLoan Documents (other than sales of Inventory in the ordinary course of business), the Administrative Agent will, at such Pledgor’s expense and without any representations, warranties or recourse of any kind whatsoeverGrantor's expense, execute and deliver to such Pledgor Grantor such documents as such Pledgor Grantor shall reasonably request to evidence the release of such item of Collateral from the pledge, assignment and security interest granted hereby; provided, however, that provided that:
(i) at the time of such request and such release no Event of Default shall have occurred and be continuing, and ,
(ii) such Pledgor Grantor shall have delivered to the Administrative Agent, at least five 10 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, 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 Pledgor 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 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 the Required Lenders through Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Administrative AgentAgent when and as required under the Credit Agreement.
(b) may reasonably requestIn the circumstances provided in Section 10.9 of the Credit Agreement, and subject to the limitations described therein, the Administrative Agent will release this Agreement.
Appears in 1 contract
Samples: Security Agreement (American Real Estate Partners L P)
Release; Termination. Upon any sale, lease, transfer or other disposition (direct or indirect) of any item of Collateral of any Pledgor Grantor in accordance with Section 7.05 the terms of the Credit AgreementLoan Documents (other than sales of Inventory, excess equipment and other obsolete or worn-out equipment in the ordinary course of business), the Administrative Agent will, at such PledgorGrantor’s expense and without any representations, warranties or recourse of any kind whatsoeverexpense, execute and deliver to such Pledgor Grantor such documents as such Pledgor Grantor 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, and (ii) such Pledgor Grantor shall have delivered to the Administrative Agent, at least five 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 Administrative Agent (which release shall be in form and substance satisfactory to the Administrative Agent) and a certificate of such Pledgor 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 requestrequest 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 of the Credit Agreement shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Agent when and as required under Section 2.04 of the Credit Agreement.
Appears in 1 contract
Samples: Credit Agreement (TLC Vision Corp)
Release; Termination. (a) Upon any sale, lease, transfer or other disposition (direct or indirect) of any item of Collateral of any Pledgor Grantor in accordance with Section 7.05 the terms of the Credit AgreementLoan Documents (other than sales of Inventory in the ordinary course of business), the Administrative Agent will, at such Pledgor’s expense and without any representations, warranties or recourse of any kind whatsoeverGrantor's expense, execute and deliver to such Pledgor Grantor such documents as such Pledgor Grantor 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, and (ii) such Pledgor Grantor shall have delivered to the Administrative Agent, at least five 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 Administrative Agent (which release shall be in form and substance satisfactory to the Administrative Agent) and a certificate of such Pledgor 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 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 Article II of the Required Lenders through Credit Agreement shall, to the Administrative Agent) may reasonably request.extent so required, be paid or
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