Release Upon Disposition Clause Samples

Release Upon Disposition. If any Collateral shall be sold, transferred or otherwise Disposed of by the Company or any Subsidiary in a transaction permitted by (or if not addressed, not prohibited by) the Loan Documents, or the release or subordination of any Liens on any Collateral is otherwise expressly contemplated and permitted by the Loan Documents, at the request and sole expense of the Company and the applicable Subsidiary, and to the extent permitted by the Intercreditor Agreement, the Administrative Agent shall (i) direct the Collateral Agent to release or subordinate the Liens of the Collateral Agent in the applicable Collateral or (ii) to the extent the Collateral is held by the Administrative Agent release or subordinate the Liens on the Collateral held directly by the Administrative Agent. If all the capital stock or other Equity Interests of any Guarantor (other than the Company or the Borrower, which shall not be released as Guarantors) shall be sold, transferred or otherwise Disposed of in a transaction permitted by the Loan Documents, at the request and sole expense of the Company and the applicable Guarantor, and to the extent permitted by the Intercreditor Agreement, the Administrative Agent shall direct the Collateral Agent to release the applicable Guarantor from its obligations under the Security Instruments. For the avoidance of doubt, no Guarantor shall be released from its guarantee obligations under the Loan Documents if less than all of its capital stock and Equity Interests are sold or otherwise Disposed of. It shall be a condition precedent to the Administrative Agent taking any actions under this paragraph (b) that the Company shall have delivered to Administrative Agent, at least five (5) Business Days prior to the date of the proposed release or subordination, a written request for release or subordination identifying the relevant Collateral and the terms of such transaction in reasonable detail, together with a certification by Company stating that such transaction is in compliance with this Agreement and the other Loan Documents and that the proceeds of the transaction, if any, will be applied in accordance with this Agreement and the other Loan Documents.
View SourceView Similar (10)
Release Upon Disposition. So long as no Default or Event of Default has occurred and is continuing, upon any Asset Sale in compliance with the provisions of this Indenture and the Security Documents (including the provisions of Section 3.09 and 4.10 hereof), Collateral which was the subject of such a sale or other disposition shall be released from the Lien and security created by this Indenture and the Security Documents in accordance with the provisions of this Indenture, the Security Documents and the Trust Indenture Act. In addition, so long as no Default or Event of Default has occurred and is continuing, upon any Asset Sale that results in any Guarantor no longer being a Subsidiary of the Company, such Guarantor shall be released from its obligations under its Note Guarantee and from the Lien and security created by this Indenture and the Security Documents in accordance with the provisions of this Indenture, the Security Documents and the Trust Indenture Act.
View Source
Release Upon Disposition. Upon any disposition of any Guarantor permitted by this Agreement or any dissolution of any Guarantor following the sale of all or substantially all of its assets pursuant to a disposition permitted hereunder, (a) such Guarantor shall be released from its obligations as a Guarantor hereunder and (b) the Administrative Agent will, at the expense of said Guarantor, execute and deliver such documents as are reasonably necessary to evidence said releases, following written request from the Company which such request shall include a certification from the Company that such permitted disposition (and dissolution, if applicable) was consummated in compliance with the applicable provisions of this Agreement.
View Source
Release Upon Disposition. Upon any disposition of Collateral permitted by the Credit Agreement, the security interest granted herein on such Collateral shall be deemed to be automatically released and such Collateral shall automatically revert to the Debtors with no further action on the part of any party. The Administrative Agent shall, at the Debtors’ expense, execute and deliver or otherwise authorize the filing of such documents as the Debtors shall reasonably request, in form and substance reasonably satisfactory to the Administrative Agent, including financing statement amendments to evidence such release.
View Source

Related to Release Upon Disposition

  • Disposition of Proceeds The Security Documents contain an assignment by the Borrower and/or the Guarantors unto and in favor of the Collateral Agent for the benefit of the Lenders of all of the Borrower’s or each Guarantor’s interest in and to their as-extracted collateral in the form of production and all proceeds attributable thereto which may be produced from or allocated to the Mortgaged Property. The Security Documents further provide in general for the application of such proceeds to the satisfaction of the Obligations described therein and secured thereby. Notwithstanding the assignment contained in such Security Documents, until the occurrence of an Event of Default, (a) the Administrative Agent and the Lenders agree that they will neither notify the purchaser or purchasers of such production nor take any other action to cause such proceeds to be remitted to the Administrative Agent or the Lenders, but the Lenders will instead permit such proceeds to be paid to the Borrower and its Subsidiaries and (b) the Lenders hereby authorize the Administrative Agent to take such actions as may be necessary to cause such proceeds to be paid to the Borrower and/or such Subsidiaries.