Releases of Subsidiary Guarantees. (a) The Subsidiary Guarantee of a Subsidiary Guarantor will be automatically and unconditionally released:
(1) in connection with any sale or other disposition of all or substantially all of the assets of that Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction as of the time of such disposition does not violate Section 4.10; provided that any such release shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, other Indebtedness for borrowed money of the Company or any Subsidiary Guarantor shall also be released upon such sale or other disposition;
(2) in connection with any sale or other disposition of the Capital Stock of a Subsidiary Guarantor (including by way of merger or consolidation) other than to the Company or another Subsidiary Guarantor, if such transaction at the time of such disposition does not violate Section 4.10 and the Subsidiary Guarantor ceases to be a Restricted Subsidiary of the Company as a result of such transaction;
(3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the provisions of this Indenture;
(4) upon the liquidation or dissolution of such Subsidiary Guarantor;
(5) if the Company effects a Legal Defeasance in accordance with Section 8.02 or a Covenant Defeasance under Section 8.03, or if it satisfies and discharges this Indenture in accordance with Section 8.08; or
(6) at such time as such Subsidiary Guarantor ceases to guarantee any other Indebtedness for borrowed money of the Company or any other Subsidiary Guarantor.
(b) Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect and stating that any of the conditions described in clauses (1) through (6) of Section 10.02(a) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, and interest and premium, if any, on, the Notes and for the other obligations of such Subsidiary Guarantor under this...
Releases of Subsidiary Guarantees. The Subsidiary Guarantee of a Guarantor shall be released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of such Guarantor (including by way of merger or consolidation) to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if the sale or other disposition complies with Section 4.10 hereof; or (2) in connection with any sale or other disposition of all of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) a Subsidiary of the Company, if the sale or other disposition complies with Section 4.10 hereof; or (3) if such Guarantor ceases to be a Material Domestic Subsidiary and is not a guarantor of Indebtedness of the Company in excess of $1.0 million; or (4) if the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the applicable provisions of the Indenture; or (5) upon Discharge in accordance with Article 8 hereof. Upon delivery by the Company to the Trustee of an Officers’ Certificate to the effect that any of the foregoing clauses (1) – (5) has occurred, the Trustee shall execute any documents reasonably requested by the Company in order to evidence the release of any Guarantor from its obligations under its Subsidiary Guarantee. Any Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of Reduced Principal Amount of, premium, if any, and interest on the Notes and for the other obligations of such Guarantor under the Indenture as provided in this Article 10.
Releases of Subsidiary Guarantees. The Subsidiary Guarantee of a Guarantor will be automatically and unconditionally released: (1) in connection with any sale or other disposition of all or substantially all of the properties or assets of such Guarantor (including by way of merger, consolidation or amalgamation) to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the sale or other disposition is conducted in accordance with Sections 4.10 and 5.01(b), as applicable; (2) in connection with any sale or other disposition of the Capital Stock of such Guarantor, following which such Guarantor is no longer a Restricted Subsidiary of the Company, if the sale or other disposition is conducted in accordance with Sections 4.10 and 5.01(b), as applicable; (3) upon Legal Defeasance, Covenant Defeasance or Discharge in accordance with Article 8; (4) unless an Event of Default has occurred and is continuing, upon the dissolution or liquidation of such Guarantor in compliance with Section 5.01(b); or (5) unless an Event of Default has occurred and is continuing, if such Guarantor ceases to have interests in Collateral that would require it to become a Guarantor under Section 4.13. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that any of the conditions described in the foregoing clauses (1) through (5) has occurred, the Trustee shall execute any documents reasonably requested by the Company at the Company’s expense in order to evidence the release of any Guarantor (other than the Company) from its obligations under its Subsidiary Guarantee. Any Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest, premium, if any, and Additional Amounts, if any, on, the Notes and for the other obligations of such Guarantor under this Indenture as provided in this Article 10.
Releases of Subsidiary Guarantees. The Subsidiary Guarantee of a Subsidiary Guarantor will be released:
(1) in connection with any sale, disposition or other transfer (including through merger or consolidation) of (x) the Capital Stock of such Subsidiary Guarantor following which such Subsidiary Guarantor is no longer a Subsidiary of the Company or (y) all or substantially all the assets of the applicable Subsidiary Guarantor, in each case, to a Person that is not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary of the Company if such sale, disposition or other transfer is made in compliance with the applicable provisions of this Indenture and all of the obligations of the Subsidiary Guarantor under any Credit Facility and related documentation and any other agreements relating to any other Indebtedness of the Company or its Restricted Subsidiaries terminate upon consummation of such transaction;
(2) in connection with the defeasance of the Notes and the Subsidiary Guarantees, to the extent that the obligations of the Company have been discharged thereby; or
(3) if the Company designates any Restricted Subsidiary that is a Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with the applicable provisions of this Indenture.
Releases of Subsidiary Guarantees. In the event of a sale or other disposition of all or substantially all of the assets of any Subsidiary Guarantor, or a sale or other disposition of all of the Capital Stock or other ownership interests of any Subsidiary Guarantor, in each case by way of merger, consolidation or otherwise, then such Subsidiary (in the event of such a sale or other disposition of all the Capital Stock or other ownership interests of such Subsidiary) or such Subsidiary and the Person acquiring the property (in the event of such a sale or other disposition of all or substantially all of the assets of such Subsidiary) will be released and relieved of any obligations under its Subsidiary Guarantee. If, at any time while any of the Notes remain outstanding, none of the Company's then outstanding Indebtedness (other than Notes) is guaranteed by a Subsidiary Guarantor, such Subsidiary Guarantor shall be automatically and unconditionally released, discharged and relieved of any obligations under its Subsidiary Guarantee (which shall be terminated and cease to have any force and effect). In addition, pursuant to Section 4.07 hereof, any Subsidiary Guarantee incurred after the Issue Date may contain such release provisions as may be set forth in the supplemental indenture evidencing the assumption by such Subsidiary Guarantor of the Subsidiary Guarantee obligations under this Indenture.
Releases of Subsidiary Guarantees. In the event of (i) a sale --------------------------------- or other disposition of all of the assets of any Guarantor, by way of merger, consolidation or otherwise, (ii) a sale or other disposition of all of the capital stock of any Guarantor or (iii) a distribution of all of the capital stock of any Guarantor to stockholders of the Company in a transaction that complies with the provisions of Section 8.2 hereof, such Guarantor (in the event of a sale or other disposition, by way of such a merger, consolidation, distribution or otherwise, of all of the capital stock of such Guarantor) or the corporation acquiring the property (in the event of a sale or other disposition of all of the assets of such Guarantor) will be released and relieved of any obligations under its Subsidiary Guarantee; provided that the Net Proceeds of such sale or other disposition shall be applied in accordance with the provisions of Section 8.5 hereof. Any Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Guarantor under this Agreement as provided in this Section 14.
Releases of Subsidiary Guarantees. The Issuer may designate any Subsidiary Guarantor, at any time and from time to time, to be released from its Subsidiary Guarantee if (i) no Event of Default has occurred and is continuing, and (ii) such designation and release will not cause the occurrence of an Event of Default. Any such designation shall be evidenced by a certified resolution of the Board of Directors delivered to the Trustee. Upon delivery of such certified resolution to the Trustee, such Subsidiary Guarantor shall be automatically and immediately released from all of its obligations under its Subsidiary Guarantee, this Indenture and the Securities. If requested by the Issuer, the Trustee will join with the Issuer and such Subsidiary Guarantor in executing and delivering a supplemental indenture evidencing the release of such Subsidiary Guarantor from all of its obligations under its Subsidiary Guarantee, this Indenture and the Securities.
Releases of Subsidiary Guarantees. Upon (i) a sale or other disposition of all or substantially all of the assets of any Guarantor or a sale or other disposition of all of the Capital Stock of such Guarantor, in any case by way of merger, consolidation or otherwise, or the liquidation and dissolution of such Guarantor (in each case, to the extent not prohibited by Article 4 of this Indenture) or (ii) delivery of a written notice by the Company to the Trustee of the cessation by a Guarantor to guarantee any other Indebtedness of the Company or any other Guarantor other than a De Minimis Guaranteed Amount, such Guarantor (and in the case of clause (i), any successor or surviving Person) shall be automatically released from all of its Subsidiary Guarantee and related obligations in this Indenture without any further action by the Trustee, the Company or such Guarantor (or such successor or surviving Person). In addition, subject to Section 8.07, upon the Company’s election, in compliance with the conditions set forth in Article 8 hereof, to exercise its rights pursuant to Sections 8.02, 8.03 or 8.08 with respect to any series of outstanding Securities, each Guarantor shall be automatically released from all of its Subsidiary Guarantee and related obligations in this Indenture in respect of such Securities without any further action by the Trustee, the Company or any Guarantor. The Trustee shall deliver an appropriate instrument evidencing any such release upon receipt of a request by the Company accompanied by an Officers’ Certificate. Any Guarantor not so released remains liable for the full amount of principal of and interest on the Securities as provided in this Article 10.
Releases of Subsidiary Guarantees. 75 SECTION 10.05. LIMITATION ON GUARANTOR LIABILITY; CONTRIBUTION................................................76 ARTICLE 11. MISCELLANEOUS........................................................................................76
Releases of Subsidiary Guarantees. (a) If the Securities are defeased in accordance with the terms of Article VIII herein, then each Subsidiary Guarantor shall be deemed to have been released from and discharged of its obligations under its Subsidiary Guarantee as provided in Article VIII herein, subject to the conditions stated therein.
(b) In the event an entity that is a Subsidiary Guarantor is sold or disposed of (whether by merger, consolidation, the sale of its Capital Stock such that the Subsidiary Guarantor is no long a Subsidiary or the sale of all or substantially all of its assets (other than by lease)) and whether or not such Subsidiary Guarantor is the surviving corporation in such transaction to a Person which is not the Company or a Restricted Subsidiary, then such entity shall cease to be a Subsidiary Guarantor, whether or not a Default has occurred and is continuing if the sale or other disposition is in compliance with Section 3.13 herein.
(c) Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of, premium, if any, and interest on the Securities and for the other obligations of the Company, such Subsidiary Guarantor and any other Subsidiary Guarantor under this Indenture as provided in this Article X.
