Common use of Releases of Subsidiary Guarantors Clause in Contracts

Releases of Subsidiary Guarantors. In the event of (i) the designation of any Subsidiary Guarantor as an Unrestricted Subsidiary of the Company pursuant to the provisions of SECTION 4.14 or (ii) a sale, conveyance, transfer or other disposition of all or substantially all of the properties or assets of any Subsidiary Guarantor to a Person other than the Company or any other Subsidiary Guarantor or an Unrestricted Subsidiary of the Company, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor, in either case, in a transaction or manner that does not violate any of the covenants or other provision of this Indenture, then such Subsidiary Guarantor (in the event of such a designation or a sale, conveyance, transfer or other disposition (other than a lease), by way of such a merger, consolidation or otherwise, or a disposition of all of the Capital Stock of such Subsidiary Guarantor) or the Person acquiring such properties or assets (in the event of a sale, conveyance, transfer or other disposition (other than a lease) of all or substantially all of the properties or assets of such Subsidiary Guarantor) will be released from and relieved of any obligations under this Indenture and its Subsidiary Guarantee, PROVIDED that (y) any Net Cash Proceeds of such sale or other disposition are applied in accordance with SECTION 4.11 as evidenced by an Officers' Certificate to such effect, and (z) all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests that secure, any other Indebtedness of the Company or its Restricted Subsidiaries shall also terminate upon such release, sale or disposition.

Releases of Subsidiary Guarantors. In the event (a) If no Default or Event of (i) the designation of any Default has occurred and is continuing, a Subsidiary Guarantor as an Unrestricted Subsidiary will be deemed automatically and unconditionally released and discharged from all of its obligations under its Guarantee without any further action on the part of the Company pursuant to the provisions of SECTION 4.14 Trustee or (ii) a sale, conveyance, transfer or other disposition of all or substantially all any Holder of the properties or assets of Notes: (1) in connection with any Subsidiary Guarantor to a Person other than the Company or any other Subsidiary Guarantor or an Unrestricted Subsidiary of the Company, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor, in either case, in a transaction or manner that does not violate any of the covenants or other provision of this Indenture, then such Subsidiary Guarantor (in the event of such a designation or a sale, conveyance, transfer or other disposition (other than a lease), by way of such a merger, consolidation or otherwise, or a disposition of i) all of the Capital Stock of such Subsidiary GuarantorGuarantor or (ii) or the Person acquiring such properties or assets (in the event of a sale, conveyance, transfer or other disposition (other than a lease) of all or substantially all of the properties or assets of such Subsidiary Guarantor (including by way of merger or consolidation), in each case to one or more Persons that are not (either before or after giving effect to such transaction) the Company or a Restricted Subsidiary, if the sale or other disposition, as applicable, does not violate Section 4.11; (2) if such Subsidiary Guarantor is a Restricted Subsidiary, the Company properly designates such Subsidiary Guarantor as an Unrestricted Subsidiary or the Subsidiary no longer meets the definition of Restricted Subsidiary; (3) if the Guarantee was required pursuant to the terms of Section 4.13, the release or discharge of the guarantee that required such Guarantee (except a release or discharge by or as a result of payment under such Guarantee); (4) upon a satisfaction and discharge or a legal or covenant defeasance of the Notes in accordance with Article VIII or Article XI; or (5) upon the liquidation or dissolution of such Subsidiary Guarantor. (b) will be Any Subsidiary Guarantor not released from its obligations under its Guarantee shall remain liable for the full amount of principal of, premium, if any, and relieved interest on the Notes and for the other obligations of any obligations Subsidiary Guarantor under this Indenture and its Subsidiary Guarantee, PROVIDED that (y) any Net Cash Proceeds of such sale or other disposition are applied as provided in accordance with SECTION 4.11 as evidenced by an Officers' Certificate to such effect, and (z) all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests that secure, any other Indebtedness of the Company or its Restricted Subsidiaries shall also terminate upon such release, sale or disposition.this Article X.

Releases of Subsidiary Guarantors. In the event of (i) the designation of any Subsidiary Guarantor as an Unrestricted Subsidiary of the Company pursuant to the provisions of SECTION Section 4.14 or (ii) a sale, conveyance, transfer or other disposition of all or substantially all of the properties or assets of any Subsidiary Guarantor to a Person other than the Company or any other Subsidiary Guarantor or an Unrestricted Subsidiary of the Company, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor, in either case, in a transaction or manner that does not violate any of the covenants or other provision of this Indenture, then such Subsidiary Guarantor (in the event of such a designation or a sale, conveyance, transfer or other disposition (other than a lease), by way of such a merger, consolidation or otherwise, or a disposition of all of the Capital Stock of such Subsidiary Guarantor) or the Person acquiring such properties or assets (in the event of a sale, conveyance, transfer or other disposition (other than a lease) of all or substantially all of the properties or assets of such Subsidiary Guarantor) will be released from and relieved of any obligations under this Indenture and its Subsidiary Guarantee, PROVIDED provided that (y) any Net Cash Proceeds of such sale or other disposition are applied in accordance with SECTION Section 4.11 as evidenced by an Officers' Certificate to such effect, and (z) all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests that secure, any other Indebtedness of the Company or its Restricted Subsidiaries shall also terminate upon such release, sale or disposition.

Releases of Subsidiary Guarantors. In (A) A Subsidiary Guarantor will be deemed automatically and unconditionally released and discharged from all of its obligations under its Guarantee without any further action on the part of the Trustee or any Holder of the Notes: (1) in the event that a Subsidiary Guarantor is sold or disposed of (i) whether by merger, consolidation, the designation sale of any Subsidiary Guarantor as an Unrestricted Subsidiary of its Capital Stock or the Company pursuant to the provisions of SECTION 4.14 or (ii) a sale, conveyance, transfer or other disposition sale of all or substantially all of its assets (other than by lease)) and whether or not the properties or assets of any Subsidiary Guarantor is the surviving entity in such transaction to a Person other than which is not the Company or any other Subsidiary Guarantor or an Unrestricted a Subsidiary of the Company, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor, in either each case, in a transaction or manner that does not violate any of the covenants or other provision of this Indenture, then if such Subsidiary Guarantor (in the event of such a designation or a sale, conveyanceexchange, transfer or other disposition is not prohibited by the applicable provisions of this Indenture and, (other than a lease), by way of a) such a merger, consolidation or otherwise, or a disposition of all of the Capital Stock of such Subsidiary Guarantor) or the Person acquiring such properties or assets (in the event of a sale, conveyanceexchange, transfer or other disposition is in compliance with Article 6 or (other than a leaseb) of all the surviving or substantially all of the properties or assets of transferee Person expressly assumes such Subsidiary Guarantor’s obligations in accordance with Section 11.04; or (2) will if such Subsidiary Guarantor ceases to guarantee or be a borrower under any Senior Indebtedness; provided, however that no Event of Default has occurred and is continuing, and provided, further, that to the extent such Subsidiary subsequently guarantees or becomes a borrower under any Senior Indebtedness, its Guarantee hereunder shall be reinstated. (B) Any Subsidiary Guarantor not released from its obligations under its Guarantee shall remain liable for the full amount of principal of, premium, if any, and relieved interest on the Notes and for the other obligations of any obligations Subsidiary Guarantor under this Indenture and its Subsidiary Guarantee, PROVIDED that (y) any Net Cash Proceeds of such sale or other disposition are applied as provided in accordance with SECTION 4.11 as evidenced by an Officers' Certificate to such effect, and (z) all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests that secure, any other Indebtedness of the Company or its Restricted Subsidiaries shall also terminate upon such release, sale or dispositionthis Article 11.