Common use of Release Upon Termination of the Company’s Obligations Clause in Contracts

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that all the Obligations under this Indenture, the Notes, the Note Guarantees and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 4 contracts

Samples: Indenture (Cogent Communications Holdings, Inc.), Indenture (Cogent Communications Holdings, Inc.), Indenture

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Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all the other Obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security other Notes Documents have been satisfied that are due and discharged by payable at or prior to the payment in full of the Company’s obligations under the Notestime such principal, the Note Guaranteestogether with accrued and unpaid interest, this Indenture and the Security Documents, and all such Obligations have been so satisfied, are paid or (ii) a discharge, the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of this Indenture occurs under Article 8 or 148, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Trustee have been satisfied, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent Trustee a notice notice, in form reasonably satisfactory to the Collateral Trustee, stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article 8), and any rights it has under the Security Collateral Documents, and upon receipt by the Collateral Agent Trustee of such notice, the Collateral Agent Trustee shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, done (at the expense of the Company’s sole cost and expense, ) all acts reasonably necessary requested in writing by the Company to release and discharge such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 3 contracts

Samples: Indenture (Concordia International Corp.), Indenture (Concordia Investment Holdings (Jersey) LTD), Indenture (Concordia International Corp.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all the other Obligations under this Indenture, the Notes, the Note Guarantees and the Security Documents that were due and payable at or prior to the time such principal, together with accrued and unpaid interest, were paid, (ii) the Company shall have been satisfied and exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of Article 8, or (iii) the Company has discharged by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security DocumentsDocuments described under Article 11, and in each case, an Opinion of Counsel stating that all conditions precedent to such Obligations Legal Defeasance, Covenant Defeasance or discharge, as applicable, have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at and/or the written request of the Company Collateral Agent, as applicable, shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf release of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trusteewithout recourse, representations or warranties and the Trustee shall do or cause to be done, done (at the expense of the Company’s sole cost and expense, ) all acts reasonably necessary requested of them to promptly release such Lien in favor of the Trustee as soon as is reasonably practicableLien.

Appears in 3 contracts

Samples: Indenture (Adient PLC), Indenture (Adient PLC), Indenture (Adient PLC)

Release Upon Termination of the Company’s Obligations. In the event that (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 14VIII, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (Momentive Performance Materials Inc.), Indenture (Momentive Performance Materials Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, premium, if any, together with accrued and unpaid interest on, the Notes and all the other Obligations under this Indenture, the Notes, the Note Guarantees and the Security Collateral Documents have been satisfied that are due and discharged by payable at or prior to the payment in full of the Company’s obligations under the Notestime such principal, the Note Guaranteestogether with accrued and unpaid interest, this Indenture and the Security Documents, and all such Obligations have been so satisfied, are paid or (ii) a discharge, the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of this Indenture occurs under Article 8 or 14VIII, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Trustee have been satisfied, the Trustee at the written request of the Company shall deliver to the Company and the Notes Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article VIII), and any rights it has under the Security Collateral Documents, and upon receipt by the Notes Collateral Agent of such notice, the Notes Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary requested by the Company to release and discharge such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (Builders FirstSource, Inc.), Indenture (Builders FirstSource, Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that all the Obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations Obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at the written request of the Company shall deliver to the Company and the Notes Collateral Agent a notice stating that the Trustee, on behalf of the Holdersholders, without recourse or warranty, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Notes Collateral Agent of such notice, the Notes Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary at the request and expense of the Company to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (Gannett Co., Inc.), Indenture (Gannett Co., Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee an Officer’s Officers’ Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Securities and all the other Obligations under this Indenture, the NotesSecurities, the Note Guarantees and the Security Documents have been satisfied that are due and discharged by payable at or prior to the payment in full time such principal, together with accrued and unpaid interest, are paid (other than contingent indemnification obligations that, pursuant to the terms of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations have been so satisfied, survive the termination thereof) or (ii) a discharge, the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of this Indenture occurs under Article 8 or 148, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Trustee have been satisfied, the Trustee at the written request of the Company shall deliver to the Company and the Notes Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article 8), and any rights it has under the Security Documents, and upon receipt by the Notes Collateral Agent of such notice, the Notes Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (LSB Industries Inc), Indenture (LSB Industries Inc)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all the other Obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security other Notes Documents have been satisfied that are due and discharged by payable at or prior to the payment in full of the Company’s obligations under the Notestime such principal, the Note Guaranteestogether with accrued and unpaid interest, this Indenture and the Security Documents, and all such Obligations have been so satisfied, are paid or (ii) a discharge, the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of this Indenture occurs under Article 8 or 148, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Trustee have been satisfied, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice notice, in form reasonably satisfactory to the Collateral Agent, stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article 8), and any rights it has under the Security Collateral Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, done (at the expense of the Company’s sole cost and expense, ) all acts reasonably necessary requested by the Company to release and discharge such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (Concordia International Corp.), Indenture (Concordia International Corp.)

Release Upon Termination of the Company’s Obligations. In the event that (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations Obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Layne Christensen Co)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations under this Indenture, the Notes, the Note Guarantees Securities and the Security Documents have been satisfied and discharged by complying with the provisions of Article VIII and Section 7.07 or by payment in full of the Company’s obligations under the Notesprincipal of, together with accrued and unpaid interest on, the Note GuaranteesSecurities and all other Obligations under this Indenture, this Indenture the Subsidiary Guarantees and the Security DocumentsDocuments that are due and payable, and all such Obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14satisfied and discharged, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article VIII), and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (US Oncology Holdings, Inc.)

Release Upon Termination of the Company’s Obligations. In the event that (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 148, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Momentive Performance Materials Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to the Trustee, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Securities and the Security Collateral Documents have been satisfied and discharged by complying with the provisions of Article VIII and Section 7.7 or by the payment in full of the Company’s obligations under the Notes, the Note GuaranteesSecurities, this Indenture and the Security Collateral Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at (if not then the written request of the Company Collateral Trustee) shall deliver to the Company and the Collateral Agent Trustee a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article VIII), and any rights it has under the Security Collateral Documents, and upon receipt by the Collateral Agent Trustee of such notice, the Collateral Agent Trustee shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Interstate Bakeries Corp/De/)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to the Trustee, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by complying with the provisions of Article 8 and Section 7.07 or by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at (if the written request of Trustee is not then the Company Senior Note Collateral Agent ) shall deliver to the Company and the Senior Note Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article 8), and any rights it has under the Security Documents, and upon receipt by the Senior Note Collateral Agent of such notice, the Senior Note Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Metaldyne Corp)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, together with accrued and unpaid interest (including Additional Interest, if any) on, all of the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Security Documents Collateral Documents, that are due and payable at or prior to the time such principal, together with accrued and unpaid interest (including Additional Interest, if any), are paid or (ii) the Company shall have been satisfied exercised its legal defeasance option or its covenant defeasance option, in compliance with the provisions of Article 8, or its satisfaction and discharged by discharge option, in compliance with the payment provisions of Article 12 hereof, in full each case with respect to all of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at the written request of the Company shall deliver to the Company and the Notes Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than its rights under Section 7.07 and with respect to funds held by the Trustee pursuant to Article 8 and Article 12), and any rights it has under the Security Collateral Documents, and upon receipt by the Notes Collateral Agent of such notice, the Notes Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and upon request of and at the Trustee expense of the Company shall execute any release documents prepared by the Company and do or cause to be done, at the Company’s sole cost and expense, done all other acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicableLien.

Appears in 1 contract

Samples: Indenture (Dominion Textile (Usa), L.L.C.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by complying with the provisions of Article 8 and Section 7.07 or by payment in full of the Company’s obligations under the Notesprincipal of, together with accrued and unpaid interest on, the Notes and all other Obligations under this Indenture and the Note Guarantees, Guaranties under this Indenture and the Security Documents, Documents that are due and payable and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14satisfied and discharged, the Trustee at the written request of the Company shall deliver to the Company and the Note Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article 8), and any rights it has under the Security Documents, and upon receipt by the Note Collateral Agent of such notice, the Note Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (AGY Holding Corp.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all the other Obligations under this Indenture, the Notes, the Note Guarantees and the Security Documents that were due and payable at or prior to the time such principal, together with accrued and unpaid interest, were paid, (ii) the Company shall have been satisfied and exercised its Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of Article 8, or (iii) the Company has discharged by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security DocumentsDocuments described under Article 11, and in each case, an Opinion of Counsel stating that all conditions precedent to such Obligations Defeasance, Covenant Defeasance or discharge, as applicable, have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at and/or the written request of the Company Collateral Agent, as applicable, shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf release of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trusteewithout recourse, representations or warranties and the Trustee shall do or cause to be done, done (at the expense of the Company’s sole cost and expense, ) all acts reasonably necessary requested of them to promptly release such Lien in favor of the Trustee as soon as is reasonably practicableLien.

Appears in 1 contract

Samples: Indenture (AMC Networks Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and or Opinion of Counsel certifying that all the Obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations Obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 14VIII, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holdersholders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary requested by the Company to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Caesars Entertainment, Inc.)

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Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers Issuers deliver to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all the other Obligations under this Indenture, the Notes, the Note Guarantees and the Security Documents that were due and payable at or prior to the time such principal, together with accrued and unpaid interest, were paid, (ii) the Issuers shall have been satisfied and exercised their Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of Article 8, or (iii) the Issuers have discharged by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security DocumentsDocuments described under Article 11, and in each case, an Opinion of Counsel stating that all conditions precedent to such Obligations Legal Defeasance, Covenant Defeasance or discharge, as applicable, have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at and/or the written request of the Company Collateral Agent, as applicable, shall deliver to the Company and the Collateral Agent Issuers a notice stating that the Trustee, on behalf release of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trusteewithout recourse, representations or warranties and the Trustee shall do or cause to be done, done (at the Company’s sole cost and expense, expense of the Issuers) all acts reasonably necessary requested of them to promptly release such Lien in favor of the Trustee as soon as is reasonably practicableLien.

Appears in 1 contract

Samples: Indenture (Forterra, Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and or Opinion of Counsel certifying that all the Obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents (to the extent relating to the Notes and this Indenture) (other than contingent or unliquidated obligations or liabilities not then due) have been satisfied and discharged by the payment in full of the Company’s obligations Obligations under the Notes, the Note Guarantees, this Indenture and the Security DocumentsDocuments (to the extent relating to the Notes and this Indenture) (other than contingent or unliquidated obligations or liabilities not then due), and all such Obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 14VIII, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holdersholders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary requested by the Company to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Caesars Entertainment, Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Securities and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations under the Notes, the Note GuaranteesSecurities, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 148, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent Trustee a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent Trustee of such notice, the Collateral Agent Trustee shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Momentive Performance Materials Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by the payment in full of the Company’s non-contingent obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance legal defeasance of this Indenture occurs under Article 8 or 148, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Collateral Agent and/or the Trustee at the written instruction and expense of the Company shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Note Purchase Agreement (Moneygram International Inc)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Registration Rights Agreement and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations under the Notes, this Indenture, the Note Guarantees, this Indenture Registration Rights Agreement and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 1412, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed to have released all of its Liens, and not to hold a Lien Lien, in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to evidence the release of such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Swift Transportation Co)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company Issuer delivers to the Trustee an Officer’s Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by complying with the provisions of Article 8 and Section 7.07 or by payment in full of the Company’s obligations under the Notesprincipal of, together with accrued and unpaid interest on, the Note GuaranteesNotes and all other Obligations under this Indenture, the Guarantees under this Indenture and the Security DocumentsDocuments that are due and payable at or prior to the time such principal, together with accrued and unpaid interest, are paid, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14satisfied and discharged, the Trustee at the written request of the Company shall deliver to the Company Issuer and the Notes Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article 8), and any rights it has under the Security Documents, and upon receipt by the Notes Collateral Agent of such notice, the Notes Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (CMP Susquehanna Radio Holdings Corp.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 148, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Energy XXI Gulf Coast, Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents Collateral Agreements (in respect of the Notes Obligations) have been satisfied and discharged by the payment in full of the Company’s obligations Obligations under the Notes, the Note Guarantees, this Indenture and the Security DocumentsCollateral Agreements (in respect of the Notes Obligations), and all such Obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 14Eight, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that all rights the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it the Trustee, on behalf of the Holders, has under the Security Documents, and upon receipt by the Collateral Agent of such noticeAgreements shall terminate, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee Trustee, at the Company’s request, shall (and shall direct the Collateral Agent to) do or cause to be done, at the Company’s sole cost and expense, all acts as the Company shall have determined to be reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicablepracticable and as shall have been set forth in such request.

Appears in 1 contract

Samples: Indenture (PAETEC Holding Corp.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, all of the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Notes Security Documents Documents, that are due and payable at or prior to the time such principal, together with accrued and unpaid interest, are paid or (ii) the Company shall have been satisfied exercised its legal defeasance option or its covenant defeasance option, in compliance with the provisions of Article 8, or its satisfaction and discharged by discharge option, in compliance with the payment provisions of Article 12 hereof, in full each case with respect to all of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than its rights under Section 7.07 and with respect to funds held by the Trustee pursuant to Article 8 and Article 12), and any rights it has under the Notes Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and upon request of and at the Trustee expense of the Company shall execute any release documents prepared by the Company and do or cause to be done, at the Company’s sole cost and expense, done all other acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicableLien.

Appears in 1 contract

Samples: Indenture (LSC Communications, Inc.)

Release Upon Termination of the Company’s Obligations. In the event that, following the Springing Lien Trigger Date, (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance legal defeasance or Covenant Defeasance covenant defeasance of this Indenture occurs under Article 8 or 148, the Trustee at the written request of the Company shall deliver to the Company and the Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the Collateral, and any rights it has under the Security Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Momentive Performance Materials Inc.)

Release Upon Termination of the Company’s Obligations. In the event (i) that the Company delivers to the Trustee Trustee, in form and substance acceptable to the Trustee, an Officer’s Officers’ Certificate and Opinion of Counsel certifying that all the Obligations obligations under this Indenture, the Notes, the Note Guarantees Notes and the Security Documents have been satisfied and discharged by complying with the provisions of Article 8 and Section 7.07 or by the payment in full of the Company’s obligations under the Notes, the Note Guarantees, this Indenture and the Security Documents, and all such Obligations obligations have been so satisfied, or (ii) a discharge, Legal Defeasance or Covenant Defeasance of this Indenture occurs under Article 8 or 14, the Trustee at (if the written request of Trustee is not then the Company Senior Subordinated Note Collateral Agent) shall deliver to the Company and the Senior Subordinated Note Collateral Agent a notice stating that the Trustee, on behalf of the Holders, disclaims and gives up any and all rights it has in or to the CollateralCollateral (other than with respect to funds held by the Trustee pursuant to Article 8), and any rights it has under the Security Documents, and upon receipt by the Senior Subordinated Note Collateral Agent of such notice, the Senior Subordinated Note Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, Trustee and the Trustee shall do or cause to be done, at the Company’s sole cost and expense, done all acts reasonably necessary to release such Lien in favor of the Trustee as soon as is reasonably practicable.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Metaldyne Corp)

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