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 that the Company delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if any, are paid or (ii) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE VIII, the Trustee 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII), and any rights it has under the 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 and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release such Lien as soon as is reasonably practicable.

Appears in 4 contracts

Samples: Indenture (iHeartMedia, Inc.), Indenture (iHeartMedia, Inc.), Indenture (iHeartMedia, Inc.)

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Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium(including additional interest, if any, ) on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE VIIIArticle Thirteen, the Trustee 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 Collateral (other than with respect to funds held by the Trustee pursuant to ARTICLE VIIIArticle Thirteen), and any rights it has under the Collateral 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 and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company necessary to release such Lien as soon as is reasonably practicable.

Appears in 3 contracts

Samples: Indenture (Sealy Corp), Indenture (Forida East Coast Railway L.L.C.), Indenture (Railamerica Inc /De)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with any premium and accrued and unpaid interest and premium, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees Indenture and the Collateral other Notes Documents that are due and payable at or prior to the time such principal, together with any premiums and accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case Termination has occurred in compliance with the provisions of ARTICLE VIIISection 3.02, the Trustee 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII)Collateral, and any rights it has under the 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 and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release and discharge such Lien as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (Orexigen Therapeutics, Inc.), Indenture (Orexigen Therapeutics, Inc.)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium(including additional interest, if any, ) on, the Notes Securities and all other Obligations obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE Article VIII, the Trustee 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE Article VIII), and any rights it has under the Collateral Documents, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien in on the Collateral on behalf of the Trustee and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company necessary to release such Lien as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (Libbey Inc), Indenture (Libbey Inc)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee (a) an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each case in compliance with the provisions of ARTICLE VIIIArticle 8, and (b) 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 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII), and any rights it has under the Collateral Documents, Article 8) and upon receipt by the Collateral Agent of such notice, the Collateral Agent (x) shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee and (y) shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release such Lien as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (Delta Tucker Holdings, Inc.), Indenture (Worldwide Recruiting & Staffing Services LLC)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers deliver to the Trustee an Officer’s Officers’ Certificate certifying that (ia) payment in full of the principal of, together with accrued and unpaid interest and premium, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Subsidiary Guarantees and the Collateral Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (iib) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE Article VIII, 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 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 (other than with respect to funds held by the Trustee or the Paying Agent pursuant to ARTICLE Article VIII), and any rights it has under the Collateral 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 Secured Parties and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company necessary to release such Lien as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Indenture (Venoco, Inc.), Indenture (Venoco, Inc.)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium(including additional interest, if any, ) on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium(including additional interest, if any), are paid or (ii) the Company shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each case in compliance with the provisions of ARTICLE VIIIArticle 8, the Trustee 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 Collateral (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII)Article 8), and any rights it has under the Collateral 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 and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Global Brass & Copper Holdings, Inc.)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE Article VIII, 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 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE Article VIII), and any rights it has under the 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 and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Atento S.A.)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium(including additional interest, if any, ) on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium(including additional interest, if any), are paid or (ii) the Company shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each case in compliance with the provisions of ARTICLE VIIIArticle 8, the Trustee 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 Collateral (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII)Article 8), and any rights it has under the Collateral 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 and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Metals USA Plates & Shapes Southcentral, Inc.)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium(including additional interest, if any, ) on, the Notes and all other Obligations under this Indenture, the Notes, the Note Subsidiary Guarantees and the Collateral Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE VIII, the Trustee 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII), and any rights it has under the Collateral 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 shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company necessary to release such Lien as requested by the Company in writing as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Oppenheimer Holdings Inc)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case case, in compliance with the provisions of ARTICLE ‎Article VIII, 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 shall deliver to the Company and the Collateral Security 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE ‎Article VIII), and any rights it has under the Collateral Documents, and upon receipt by the Collateral Security Agent of such notice, the Collateral Security Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Atento S.A.)

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Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium(including additional interest, if any, ) on, the Notes Securities and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each case in compliance with the provisions of ARTICLE VIIIArticle 8, the Trustee shall deliver to the Company and the Noteholder 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII)Article 8), and any rights it has under the Collateral Security Documents, and upon receipt by the Noteholder Collateral Agent of such notice, the Noteholder Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Affinia Group Intermediate Holdings Inc.)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE VIII, the Trustee 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII), and any rights it has under the 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 and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Travelport Worldwide LTD)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premiuminterest, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Subsidiary Guarantees and the Collateral Documents that are were due and payable at or prior to the time such principal, together with accrued and unpaid interest and premiuminterest, if any, are were paid or (ii) the Company shall have either (x) exercised its their Legal Defeasance option or its their Covenant Defeasance optionoption with respect to the Notes, in each case in compliance with the provisions of ARTICLE VIIIArticle 8 hereof or (y) satisfied and discharged this Indenture as to the Notes in compliance with the provisions of Article 11 hereof, and in each case of (i) and (ii) above, an Opinion of Counsel stating that all conditions precedent to the release of such Lien on the Collateral by the Trustee and the Collateral Agent have been satisfied, the Trustee and the Collateral Agent shall deliver to the Company and a release of such Lien on 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE VIII)Notes without recourse, and any rights it has under the 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 representations or warranties and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company of them to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Fortrea Holdings Inc.)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with premium and accrued and unpaid interest and premium, if any, on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the time such principal, together with premium and accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have discharged this Indenture or exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE Article VIII, 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 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE Article VIII), and any rights it has under the Collateral 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 and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Unisys Corp)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee an Officer’s Officers’ Certificate certifying and, solely with respect to (iii) below, an Opinion of Counsel (which Opinion of Counsel may be subject to customary assumptions and exclusions) stating that (i) payment in full of the principal of, together with accrued and unpaid interest and premium, if any, and accrued and unpaid interest on, the Notes and all other Obligations with respect to the Notes under this Indenture, the Notes, the Note Guarantees Indenture and the Collateral Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if any, and accrued and unpaid interest (including additional interest, if any), are paid paid, (ii) all the Obligations under this Indenture, the Notes and the Security Documents have been satisfied and discharged by complying with the provisions of Article X or (iiiii) the Company shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each case in compliance with the provisions of ARTICLE Article VIII, the Trustee 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 Notes Collateral (other than with respect to funds held by the Trustee pursuant to ARTICLE Article VIII), and any rights it has under the Collateral 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 Notes Collateral on behalf of the Trustee and shall do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Heritage Insurance Holdings, Inc.)

Release Upon Termination of the Company’s Obligations. In the event that the Company delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest and premium(including additional interest, if any, ) on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest and premium, if anyinterest, are paid or (ii) the Company shall have exercised its satisfaction and discharge option, Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of ARTICLE Article VIII, the Trustee 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 (other than with respect to funds held by the Trustee pursuant to ARTICLE Article VIII), and any rights it has under the Collateral 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 shall (at the sole expense of the Company) do or cause to be done (at the expense of the Company) all acts reasonably requested by the Company to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Gencorp Inc)

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