Common use of Releases of Subsidiary Guarantees Clause in Contracts

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 shall 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 Disposition (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 Credit Party, to the extent such sale is permitted hereunder or to the extent such Capital Stock constitutes Excluded Property; (2) upon the designation 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 terms of the this Indenture; or (53) upon Discharge satisfaction and discharge of this Indenture in accordance with Article 8 hereof13 or (4) upon payment of the Obligations in full in immediately available funds. Upon delivery by the Company to the Trustee of an Officers’ Certificate to the effect that any of the conditions described in the foregoing clauses (1), (2), (3) – or (54) 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 ofprincipal of and interest, premium, and Additional Interest, if any, and interest on on, the Notes and for the other obligations of such Guarantor under the this Indenture as provided in this Article 1015. Further, the Subsidiary Guarantees are not convertible and will automatically terminate when the Notes are all converted in full in accordance with Article 7 (including any Make-Whole Payment, which shall be paid or converted in accordance with Article 7).

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 principal 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 shall 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 Disposition (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 Credit Party, to the extent such sale is permitted hereunder or to the extent such Capital Stock constitutes Excluded Property; (2) upon the designation 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 terms of the this Indenture; or (53) upon Discharge satisfaction and discharge of this Indenture in accordance with Article 8 hereof13 or (4) upon payment of the Obligations in full in immediately available funds. Upon delivery by the Company to the Trustee of an Officers’ Certificate to the effect that any of the conditions described in the foregoing clauses (1), (2), (3) – or (54) 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 ofprincipal of and interest, premium, and Additional Interest, if any, and interest on on, the Notes and for the other obligations of such Guarantor under the this Indenture as provided in this Article 1015. Further, the Subsidiary Guarantees with respect to a Note are not convertible and will automatically terminate when that Note is converted in accordance with Article 7.

Releases of Subsidiary Guarantees. The Subsidiary Guarantee of a Guarantor shall 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 Disposition (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 Credit Party, to the extent such sale is permitted hereunder or to the extent such Capital Stock constitutes Excluded Property; (2) upon the designation 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 terms of the this Indenture; or (53) upon Discharge satisfaction and discharge of this Indenture in accordance with Article 8 hereof13 or (4) upon payment of the Obligations in full in immediately available funds. Upon delivery by the Company to the Trustee of an Officers’ Certificate to the effect that any of the conditions described in the foregoing clauses (1), (2), (3) – or (54) 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 ofprincipal of and interest, premium, and Additional Interest, if any, and interest on on, the Notes and for the other obligations of such Guarantor under the this Indenture as provided in this Article 1015. Further, the Subsidiary Guarantees are not convertible and will automatically terminate when the Notes are all converted in full in accordance with Section 3.15(g) or Article 7 (including any Make-Whole Payment, which shall be paid or converted in accordance with Section 3.15(g) or Article 7).

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 (54) upon Legal Defeasance or Covenant Defeasance or 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) – - (54) 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 principal 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 shall be automatically and unconditionally released: (1) in connection with at such time as such Guarantor ceases to guarantee any sale or other disposition of all or substantially all Indebtedness of the properties Company or assets of such any other 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 in excess of the Company, if the sale or De Minimis Guaranteed Amount (other disposition complies with Section 4.10 hereofthan by reason of payment under any guarantee of any such Indebtedness); or (2) in connection with any sale or other disposition (including by way of all merger or consolidation) of the Capital Stock of such Guarantor to a Person that is not (either before or after giving effect to such transaction) the Company or a Subsidiary of the Company, if the Guarantor no longer qualifies as a Subsidiary as a result of such disposition; (3) upon a sale or other disposition complies with Section 4.10 hereof; of all or (3) if such Guarantor ceases to be a Material Domestic Subsidiary and is not a guarantor substantially all of Indebtedness of the Company in excess of $1.0 millionits assets; or (4) if the Company designates any Restricted Subsidiary that is a Guarantor as an Unrestricted Subsidiary in accordance with the applicable provisions upon satisfaction and discharge of the Indenture; or (5) upon Discharge this Indenture in accordance with Article 8 hereof13. Upon delivery by the Company to the Trustee of an Officers’ Certificate to the effect that any of the conditions described in the foregoing clauses (1) – (54) 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 ofprincipal of and interest, premium, and Additional Interest, if any, and interest on on, the Notes and for the other obligations of such Guarantor under the this Indenture as provided in this Article 1015. Further, the Subsidiary Guarantees with respect to a Note are not convertible and will automatically terminate when that Note is converted in accordance with Article 7.