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

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of 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 Issuer and the Collateral Agent a notice, in form and substance 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 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 Issuer) all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 3 contracts

Samples: Second Agreement (H. J. Heinz Corp II), Indenture (Essar Steel Algoma Inc.), Indenture (Heinz H J Co)

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Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the First Lien Trustee and the First Lien Collateral Agent an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, premium (if any), together with accrued and unpaid interest on, the Notes and all other First Priority Notes 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, are paid or (ii) the Issuer Issuers shall have exercised its Legal Defeasance their legal defeasance option or its Covenant Defeasance their covenant defeasance option, in each case in compliance with the provisions of Article VIII, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the First Lien Trustee have been satisfied, the First Lien Trustee shall deliver to the Issuer Issuers and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, notice stating that the First Lien Trustee, on behalf of the Holdersholders of the Notes, disclaims and gives up any and all rights it has in or to the First Lien Collateral (other than with respect to funds held by the First Lien Trustee pursuant to Article VIII), and any rights it has under the First Lien Collateral Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the First Lien Collateral on behalf of the First Lien Trustee or the holders of the Notes and shall do or cause to be done (at the expense of the Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicablepracticable without recourse to or warranty by the First Lien Collateral Agent.

Appears in 3 contracts

Samples: Supplemental Indenture (Mallinckrodt PLC), Exchange Agreement (Mallinckrodt PLC), Indenture (Mallinckrodt PLC)

Release Upon Termination of the Issuer’s Obligations. In the event that (i) the Issuer delivers Issuers deliver to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under the Offered Securities have been satisfied and discharged by the payment in full of the principal ofIssuers’ obligations under the Offered Securities, together with accrued and unpaid interest on, the Notes and all other such Obligations under this Indenturehave been so satisfied, 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance covenant defeasance occurs under Article XV of this Indenture with the provisions of Article VIII, and an Opinion of Counsel stating that all conditions precedent respect to the execution and delivery of such notice by the Trustee have been satisfiedOffered Securities, the Trustee shall deliver to the Issuer Issuers and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, notice stating that the Trustee, on behalf of the HoldersHolders of the Offered Securities, 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)Offered Securities, and any rights it has under the Collateral DocumentsOffered Securities, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien lien in the Collateral with respect to the Offered Securities on behalf of the Trustee and shall (or shall direct the First Lien Collateral Agent to) do or cause to be done (at the expense of the Issuer) all acts reasonably necessary to release such Lien lien, with respect to the Offered Securities, as soon as is reasonably practicable.

Appears in 3 contracts

Samples: Prime Security Services (ADT Inc.), Indenture (ADT Inc.), Prime Security Services (ADT Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Notes 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each case in compliance accordance with the provisions of Article VIIISection 8.01 and 8.02 hereof, as applicable, 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 Issuer and the Collateral Agent a notice, in form and substance 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 Collateral solely on behalf of the Holders of the Notes without representation, warranty or recourse (other than with respect to funds held by the Trustee pursuant to Article VIIISection 8.03 hereof, as applicable), and any rights it has under the Collateral Documents, Security Documents solely on behalf of the Holders of the Notes 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 execute and deliver all documents and do or cause to be done (at the expense of the Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Acceptable Intercreditor Agreement (Dave & Buster's Entertainment, Inc.), Indenture (At Home Group Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Second Lien Trustee and the Second Lien Collateral Agent an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, premium (if any), together with accrued and unpaid interest on, the Notes and all other Second Priority Notes 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, are paid or (ii) the Issuer Issuers shall have exercised its Legal Defeasance their legal defeasance option or its Covenant Defeasance their covenant defeasance option, in each case in compliance with the provisions of Article VIII, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Second Lien Trustee have been satisfied, the Second Lien Trustee shall deliver to the Issuer Issuers and the Second Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, notice stating that the Second Lien Trustee, on behalf of the Holdersholders of the Notes, disclaims and gives up any and all rights it has in or to the Second Lien Collateral (other than with respect to funds held by the Second Lien Trustee pursuant to Article VIII), and any rights it has under the Second Lien Collateral Documents, and upon receipt by the Second Lien Collateral Agent of such notice, the Second Lien Collateral Agent shall be deemed not to hold a Lien in the Second Lien Collateral on behalf of the Second Lien Trustee or the holders of the Notes and shall do or cause to be done (at the expense of the Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicablepracticable without recourse to or warranty by the Second Lien Collateral Agent.

Appears in 2 contracts

Samples: Supplemental Indenture (Mallinckrodt PLC), Supplemental Indenture (Mallinckrodt PLC)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers Issuers deliver 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 (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, are paid or (ii) the Issuer Issuers shall have exercised its their Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of 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 satisfiedThirteen, the Trustee shall deliver to the Issuer Issuers and the Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 VIIIThirteen), 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 Issuer) all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 2 contracts

Samples: Supplemental Indenture (Clearwire Corp /DE), Indenture (Clearwire Corp /DE)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer 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 on, the Notes and all other Indenture 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of Article VIIISection 1302 or 1303 hereof, as applicable, 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 Issuer and the Collateral Agent a notice, in form and substance 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 Collateral solely on behalf of the Holders of the Notes without representation, warranty or recourse (other than with respect to funds held by the Trustee pursuant to Article VIIISection 1302 or 1033 hereof, as applicable), and any rights it has under the Collateral Documents, Documents solely on behalf of the Holders of the Notes 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 execute and deliver all documents and do or cause to be done (at the expense of the IssuerIssuer and upon receipt of the Officers’ Certificate and Opinion of Counsel described in Section 1502(c)) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Weatherford International PLC

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer 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 on, the Notes and all other Indenture 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of Article VIIISection 1302 or 1303 hereof, as applicable, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Trustee have been 133 satisfied, the Trustee shall deliver to the Issuer and the Collateral Agent a notice, in form and substance 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 Collateral solely on behalf of the Holders of the Notes without representation, warranty or recourse (other than with respect to funds held by the Trustee pursuant to Article VIIISection 1302 or 1033 hereof, as applicable), and any rights it has under the Collateral Documents, Documents solely on behalf of the Holders of the Notes 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 execute and deliver all documents and do or cause to be done (at the expense of the IssuerIssuer and upon receipt of the Officers’ Certificate and Opinion of Counsel described in Section 1502(c)) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Weatherford International PLC)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the First Lien Trustee and the First Lien Collateral Agent an Officer’s Certificate certifying that (i) payment in full of the principal of, premium (if any), together with accrued and unpaid interest on, the Notes and all other First Priority Notes 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, are paid or (ii) the Issuer Issuers shall have exercised its Legal Defeasance their legal defeasance option or its Covenant Defeasance their covenant defeasance option, in each case in compliance with the provisions of Article VIII, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the First Lien Trustee have been satisfied, the First Lien Trustee shall deliver to the Issuer Issuers and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, notice stating that the First Lien Trustee, on behalf of the Holdersholders of the Notes, disclaims and gives up any and all rights it has in or to the First Lien Collateral (other than with respect to funds held by the First Lien Trustee pursuant to Article VIII), and any rights it has under the First Lien Collateral Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the First Lien Collateral on behalf of the First Lien Trustee or the holders of the Notes and shall do or cause to be done (at the expense of the Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicablepracticable without recourse to or warranty by the First Lien Collateral Agent.

Appears in 1 contract

Samples: Indenture (Mallinckrodt PLC)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes Securities and all other Notes 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each case in compliance accordance with the provisions of Article VIIISection 8.01 and 8.02 hereof, as applicable, 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 Issuer and the Collateral Agent a notice, in form and substance 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 Collateral solely on behalf of the Holders of the Securities without representation, warranty or recourse (other than with respect to funds held by the Trustee pursuant to Article VIIISection 8.03 hereof, as applicable), and any rights it has under the Collateral Documents, Security Documents solely on behalf of the Holders of the Securities 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 execute and deliver all documents and do or cause to be done (at the expense of the Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Clarivate Analytics PLC)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Tenth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Tenth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Tenth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Holdings, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers Issuers deliver to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other First Priority Notes 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, are paid or paid, (ii) this Indenture shall have been satisfied and discharged with respect to the Issuer Notes as set forth in Section 8.05 or (iii) the Issuers shall have exercised its Legal Defeasance option or its their Covenant Defeasance option, in each case in compliance with the provisions of Article VIIISection 8.02 or 8.03, as applicable, 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 Issuer Issuers and the Collateral Agent a notice, in form and substance 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 Collateral without representation, warranty or recourse (other than with respect to funds held by the Trustee pursuant to Article VIIISection 8.02 or 8.03, as applicable), 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 the Holders and shall execute and deliver all documents and do or cause to be done (at the expense of the IssuerIssuers) all acts reasonably necessary requested by the Issuers to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Transact LTD)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Second Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Second Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Second Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Holdings, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers Issuers deliver to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest 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, are paid or paid, (ii) this Indenture shall have been satisfied and discharged in compliance with the Issuer provisions of Article XI or (iii) the Issuers shall have exercised its their Legal Defeasance option or its their Covenant Defeasance option, in each case in compliance with the provisions of 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 Issuer Issuers and the Collateral Agent a notice, in form and substance 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 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 IssuerIssuers) all acts reasonably necessary requested by the Issuers to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Foundation Building Materials, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Second Lien Trustee an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, premium (if any), together with accrued and unpaid interest on, the Notes and all other Second Priority Notes 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, are paid or (ii) the Issuer Issuers shall have exercised its Legal Defeasance their legal defeasance option or its Covenant Defeasance their covenant defeasance option, in each case in compliance with the provisions of Article VIII, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Second Lien Trustee have been satisfied, the Second Lien Trustee shall deliver to the Issuer Issuers and the Second Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, notice stating that the Second Lien Trustee, on behalf of the Holdersholders of the Notes, disclaims and gives up any and all rights it has in or to the Second Lien Collateral (other than with respect to funds held by the Second Lien Trustee pursuant to Article VIII), and any rights it has under the Second Lien Collateral Documents, and upon receipt by the Second Lien Collateral Agent of such notice, the Second Lien Collateral Agent shall be deemed not to hold a Lien in the Second Lien Collateral on behalf of the Second Lien Trustee or the holders of the Notes and shall do or cause to be done (at the expense of the Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Supplemental Indenture (Mallinckrodt PLC)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee Trustee, in form and substance reasonably acceptable to the Trustee, an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with premium, if any, and accrued and unpaid interest on, the Notes Securities and all other Obligations with respect to the Securities 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 premium, if any, and accrued and unpaid interest (including additional interest, if any), are paid paid, (ii) all the Obligations under this Indenture, the Securities and the Security Documents have been satisfied and discharged by complying with the provisions of Article 8 or (iiiii) the Issuer 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 VIII, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Trustee have been satisfied8, the Trustee shall deliver to the Issuer and the Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 VIII)8), 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 Issuer) all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Merrimack Pharmaceuticals Inc)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Eighteenth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Eighteenth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Eighteenth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Healthcare, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest interest, if any, on, the Notes and all other Note Obligations under this Indenture, the Notes, the Note 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, are if any, were paid or (ii) the Issuer shall have either (x) exercised its Legal Defeasance option or its Covenant Defeasance optionoption with respect to the Notes, in each case in compliance with the provisions of Article VIIIThirteen hereof or (y) satisfied and discharged this Indenture as to the Notes in compliance with the provisions of Article Four hereof, and in each case of (i) and (ii) above, an Opinion of Counsel stating that all conditions precedent to the execution and delivery release of such notice Lien on the Collateral by the Trustee and the Notes Collateral Agent have been satisfied, the Trustee and the Notes Collateral Agent shall deliver to the Issuer and a release of such Lien on the Collateral Agent a notice, in form and substance 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 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 Issuer) all acts reasonably necessary requested of them to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Supplemental Indenture (Academy Sports & Outdoors, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest 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, are paid or (ii) the Issuer shall have exercised its their Legal Defeasance option or its their Covenant Defeasance option, in each case in compliance with the provisions of 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 Issuer and the Notes Collateral Agent a notice, in form and substance reasonably satisfactory to the Notes 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 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 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 Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Infor, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Fifteenth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Fifteenth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Fifteenth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Holdings, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Twenty-Fourth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Twenty-Fourth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Twenty-Fourth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Healthcare, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers Issuers deliver to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, premium, if any, together with accrued and unpaid interest 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, are paid or (ii) the Issuer Issuers shall have exercised its their Legal Defeasance option or its their Covenant Defeasance option, in each case in compliance with the provisions of Article VIII8, 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 Issuer Issuers and the Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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)8), 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 Issuer) all acts reasonably necessary requested by the Issuers to release and discharge such Lien as soon as is reasonably practicablepracticable in accordance with the terms of the Intercreditor Agreement and the Security Documents.

Appears in 1 contract

Samples: Indenture (Diamond Offshore Drilling, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Officers’ Certificate certifying that (i) payment in full of the principal of, together with premium, if any, and accrued and unpaid interest on, the Notes Securities, the applicable Exit Fee and all other Obligations with respect to the Securities 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 premium, if any, accrued and unpaid interest (including additional interest, if any) and the applicable Exit Fee, are paid paid, (ii) all the Obligations under this Indenture, the Securities and the Security Documents have been satisfied and discharged by complying with the provisions of Article 8 or (iiiii) the Issuer 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 VIII, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Trustee have been satisfied8, the Trustee shall deliver to the Issuer and the Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 VIII)8), 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 Issuer) all acts reasonably necessary requested by the Issuer to release such Lien as soon as is reasonably practicable.. 105

Appears in 1 contract

Samples: Indenture (Aquestive Therapeutics, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Eighth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Eighth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Eighth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Holdings, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Sixteenth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Sixteenth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Sixteenth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Holdings, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance reasonably acceptable to it, an Authorized Officer’s Certificate 's certificate and opinion of legal counsel (which may be counsel to the Issuer) certifying that all the obligations under this Trust Indenture, the Notes and the Collateral Agreement (iother than contingent or unliquidated obligations or liabilities not then due) have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer's obligations under this Indenture, the Notes, the Note Guarantees this Trust Indenture and the Collateral Documents that are due Agreement, and payable at or prior to the time all such principalobligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge or its Covenant Defeasance option, in each case in compliance with the provisions of defeasance occurs under 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 satisfiedXII, the Trustee shall deliver to the Issuer and the Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 DocumentsAgreement, and upon receipt by the Collateral Agent of such notice, the Collateral Agent shall be deemed not to hold a Lien lien in the Collateral on behalf of the Trustee and shall shall, at the expense of the Issuer, do or cause to be done (at the expense of the Issuer) all acts reasonably necessary to release such Lien lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Trust Indenture (Q Lotus Holdings Inc)

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Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Ninth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Ninth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Ninth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Holdings, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event that (i) the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under the Offered Securities have been satisfied and discharged by the payment in full of the principal ofIssuer’s obligations under the Offered Securities, together with accrued and unpaid interest on, the Notes and all other such Obligations under this Indenturehave been so satisfied, 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance covenant defeasance occurs under Article XV of this Indenture with the provisions of Article VIII, and an Opinion of Counsel stating that all conditions precedent respect to the execution and delivery of such notice by the Trustee have been satisfiedOffered Securities, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, notice stating that the Trustee, on behalf of the HoldersHolders of the Offered Securities, 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)Offered Securities, and any rights it has under the Collateral DocumentsOffered Securities, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien lien in the Collateral with respect to the Offered Securities on behalf of the Trustee and shall (or shall direct the First Lien Collateral Agent to) do or cause to be done (at the expense of the Issuer) all acts reasonably necessary to release such Lien lien, with respect to the Offered Securities, as soon as is reasonably practicable.

Appears in 1 contract

Samples: Intercreditor Agreement (ADT Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer 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 on, all of the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Collateral 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 Issuer 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 VIII8, or its satisfaction and an Opinion discharge option, in compliance with the provisions of Counsel stating that Article 12 hereof, in each case with respect to all conditions precedent to of the execution and delivery of such notice by the Trustee have been satisfiedNotes, the Trustee shall deliver to the Issuer and the Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 its rights under Section 7.07 and with respect to funds held by the Trustee pursuant to Article VIII8 and Article 12), 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 upon request of and at the expense of the Issuer shall execute any release documents prepared by the Issuer and do or cause to be done (at the expense of the Issuer) all other acts reasonably necessary to release such Lien as soon as is reasonably practicableLien.

Appears in 1 contract

Samples: Indenture (Vivint Smart Home, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Fourth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Fourth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Fourth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Holdings, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer 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 Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interestinterest and premium, if any, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of 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 satisfied8, the Trustee shall deliver to the Issuer and the Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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)8), 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 Issuer) all acts reasonably necessary requested by the Issuer to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Clear Channel Outdoor Holdings, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations under this Indenture, the NotesSecurities, 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, are paid (other than contingent indemnification obligations that, pursuant to the terms of this Indenture and the Security Documents, survive the termination thereof) or (ii) the Issuer shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of Article VIII8, 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 Issuer and the Notes Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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)8), and any rights it has under the Collateral DocumentsSecurity Documents other than any obligations that by their terms expressly survive, 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 Issuer) all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (LSB Industries Inc)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee and the Notes Collateral Agent an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest interest, if any, on, the Notes and all other Note Obligations under this Indenture, the Notes, the Note 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, are paid or if any, were paid, (ii) the Issuer shall have either (x) exercised its Legal Defeasance option or its Covenant Defeasance optionoption with respect to the Notes, in each case in compliance with the provisions of Article VIIIThirteen hereof, or (y) satisfied and discharged this Indenture as to the Notes in compliance with the provisions of Article Four hereof, or (iii) the Liens on the Collateral securing the Notes shall have been released and discharged pursuant to the applicable provisions of the First Lien/Second Lien Intercreditor Agreement, and (iv) in each case of (i), (ii), and (iii) above, that such release is permitted by this Indenture and the Security Documents, and in each case of (i), (ii), and (iii) above, an Opinion of Counsel stating that all conditions precedent to the execution and delivery release of such notice Lien on the Collateral by the Trustee and the Notes Collateral Agent have been satisfied, the Trustee and the Notes Collateral Agent shall deliver to the Issuer and an acknowledgement of the release or a release, as applicable, of such Lien on the Collateral Agent a notice, in form and substance 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 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 Issuer) all acts reasonably necessary requested of them to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Accelerate Diagnostics, Inc)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of 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 Issuer and the Collateral Agent a notice, in form and substance 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 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 Issuer) all acts reasonably necessary requested by the Issuer to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (Essar Steel Canada Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Twenty-Third Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Twenty-Third Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Twenty-Third Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Healthcare, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Twenty-Seventh Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Twenty-Seventh Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Twenty-Seventh Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Pledge Agreement (HCA Healthcare, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Twenty-Eighth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Twenty-Eighth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Twenty-Eighth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: HCA Healthcare, Inc.

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations under this Indenture, the Notes, the Note Guarantees and the Security Documents (including any Other Pari Passu Lien Obligations that have been designated as “Additional Obligations” under the Collateral Documents Agreement) that are due and payable at or prior to the time such principal, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of Article VIII8, and an Opinion of Counsel stating that all conditions precedent to the execution and delivery of such notice by the Trustee have been satisfiedsatisfied and that no other “Additional Obligations” under the Collateral Agreement are entitled to the benefits of the collateral provided for thereunder, the Trustee shall deliver to the Issuer and the Notes Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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)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 Issuer) all acts reasonably necessary requested by the Issuer to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Passu Intercreditor Agreement (Builders FirstSource, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Notes 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each case in compliance accordance with the provisions of Article VIIISection 8.01 and 8.02 hereof, as applicable, 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 Issuer and the Notes Collateral Agent a notice, in form and substance reasonably satisfactory to the Notes Collateral Agent, stating that the Trustee, on behalf of the Holdersholders, disclaims and gives up any and all rights it has in or to the Collateral solely on behalf of the holders without representation, warranty or recourse (other than with respect to funds held by the Trustee pursuant to Article VIIISection 8.03 hereof, as applicable), and any rights it has under the Collateral Documents, Security Documents solely on behalf of the holders of the Notes 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 execute and deliver all documents and do or cause to be done (at the expense of the Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Junior Intercreditor Agreement (Chart Industries Inc)

Release Upon Termination of the Issuer’s Obligations. In the event (i) that the Issuer delivers to the Trustee Trustee, in form and substance acceptable to it, an Officer’s Certificate and Opinion of Counsel certifying that (i) all the Obligations under this Twenty-Fifth Supplemental Indenture, the Notes and the Security Documents have been satisfied and discharged by the payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations Issuer’s obligations under this Indenture, the Notes, the Note Guarantees this Twenty-Fifth Supplemental Indenture and the Collateral Documents that are due Security Documents, and payable at or prior to the time all such principalObligations have been so satisfied, together with accrued and unpaid interest, are paid or (ii) the Issuer shall have exercised its Legal Defeasance option a discharge, legal defeasance or its Covenant Defeasance option, in each case in compliance with the provisions covenant defeasance of this Twenty-Fifth Supplemental Indenture occurs under 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 satisfied8 or 13, the Trustee shall deliver to the Issuer and the First Lien Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 Security Documents, and upon receipt by the First Lien Collateral Agent of such notice, the First Lien Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Trustee, and the Trustee shall (and shall direct the First Lien Collateral Agent to) do or cause to be done (done, at the expense of the Issuer) ’s sole cost and expense, all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Base Indenture (HCA Healthcare, Inc.)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers deliver 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 Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interestinterest and premium, if any, are paid or (ii) the Issuer shall have exercised its their Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of 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 Issuer and the Notes Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, 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 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 Issuer) all acts reasonably necessary requested by the Issuer to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: First Lien Intercreditor Agreement (RR Donnelley & Sons Co)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers to the Trustee an Officer’s Certificate certifying that (i) payment in full of the principal of, together with accrued and unpaid interest on, the Notes Securities and all other Notes 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, are paid or (ii) the Issuer shall have exercised its Legal Defeasance legal defeasance option or its Covenant Defeasance covenant defeasance option, in each -134- case in compliance accordance with the provisions of Article VIIISection 8.01 and 8.02 hereof, as applicable, 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 Issuer and the Collateral Agent a notice, in form and substance 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 Collateral solely on behalf of the Holders of the Securities without representation, warranty or recourse (other than with respect to funds held by the Trustee pursuant to Article VIIISection 8.03 hereof, as applicable), and any rights it has under the Collateral Documents, Security Documents solely on behalf of the Holders of the Securities 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 execute and deliver all documents and do or cause to be done (at the expense of the Issuer) all acts reasonably necessary requested by the Issuer to release and discharge such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Indenture (CLARIVATE PLC)

Release Upon Termination of the Issuer’s Obligations. In the event that the Issuer delivers Issuers deliver to the Trustee Second-Priority 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 (including additional interest, if any) on, the Second-Priority Notes and all other Obligations under this Second-Priority Indenture, the Notes, the Note Guarantees and the Collateral Second-Priority Security 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 Issuer Issuers shall have exercised its their Legal Defeasance option or its Covenant Defeasance option, in each case in compliance with the provisions of 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 satisfiedThirteen, the Second-Priority Trustee shall deliver to the Issuer Issuers and the Second-Priority Collateral Agent a notice, in form and substance reasonably satisfactory to the Collateral Agent, notice stating that the Second-Priority 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 Second-Priority Trustee pursuant to Article VIIIThirteen), and any rights it has under the Collateral Second-Priority Security Documents, and upon receipt by the Second-Priority Collateral Agent of such notice, the Second-Priority Collateral Agent shall be deemed not to hold a Lien in the Collateral on behalf of the Second-Priority Trustee and shall do or cause to be done (at the expense of the Issuer) all acts reasonably necessary to release such Lien as soon as is reasonably practicable.

Appears in 1 contract

Samples: Subsidiary Guarantors (Clearwire Corp /DE)

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