Common use of Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs Clause in Contracts

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) Agent shall have received a fully executed pay-off letter reasonably satisfactory to Agent confirming that all Prior Indebtedness and other obligations owing by any Credit Party to each Prior Lender will be repaid in full from the proceeds of the Term Loan and the SCP Term Loan and that all Liens upon any of the Property of the Credit Parties or any of their Subsidiaries in favor of any Prior Lender shall be terminated by such Prior Lender immediately upon such payment; and (ii) all letters of credit issued or guaranteed by any Prior Lender shall have been cash collateralized or supported by a Letter of Credit Issued pursuant hereto, as mutually agreed upon by Agent, the Borrower and Prior Lender;

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) The Term Agent shall have received a fully executed pay-off letter reasonably satisfactory to the Term Agent confirming that all Prior Indebtedness and other obligations owing by any Credit Party to each the Prior Lender Lenders will be repaid in full from the proceeds of the Term Loan and the SCP Term initial Revolving Loans made under the Revolving Loan Documents and that all Liens upon any of the Property of the Credit Parties or any of their Subsidiaries in favor of any the Prior Lender Lenders shall be terminated by such the Prior Lender Lenders immediately upon such payment; and (ii) all letters of credit issued or guaranteed guarantied by any the Prior Lender Lenders shall have been cash collateralized or supported by a Letter letter of Credit Issued credit issued pursuant hereto, as mutually agreed upon by Agent, to the Borrower and Prior LenderRevolving Loan Documents;

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) Agent shall have received a fully executed pay-off letter reasonably satisfactory to Agent confirming that that, upon receipt of the designated portion of the proceeds of the Related Transactions, all Prior Indebtedness and other obligations owing by any Credit Party to each Prior Lender will be repaid in full from the proceeds of the Term Loan and the SCP Term Loan and that all Liens upon any of the Property of the Credit Parties or any of their Subsidiaries in favor of any Prior Lender shall be terminated by such Prior Lender immediately upon such payment; and (ii) all letters of credit issued or guaranteed by any Prior Lender shall have been cash collateralized collateralized, or supported by a Letter of Credit Issued issued pursuant hereto, as mutually agreed upon by Agent, the Borrower and Prior Lender;.

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) Agent shall have received a fully executed pay-off letter reasonably satisfactory to Agent confirming that all Prior Indebtedness and other obligations owing by any Credit Party to each Prior Lender will be repaid in full from the proceeds of the Term Loan initial Loans and the SCP Term Loan and that all Liens upon any of the Property of the Credit Parties or any of their Subsidiaries in favor of any each Prior Lender shall be terminated by such each Prior Lender immediately upon such payment; and (ii) all letters of credit issued or guaranteed by any Prior Lender shall have been cash collateralized collateralized, or supported by a Letter of Credit Issued pursuant hereto, as mutually agreed upon by Agent, the Borrower and such Prior Lender;.

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) Agent shall have received a fully executed pay-off letter reasonably satisfactory to Agent and the Lenders confirming that all Prior Indebtedness and other obligations owing by any Credit Party to each Prior Lender will be repaid in full from the proceeds of the Term Loan and the SCP ABL Term Loan and that all Liens upon any of the Property of the Credit Parties or any of their Subsidiaries in favor of any Prior Lender shall be terminated by such Prior Lender immediately upon such payment; and (ii) all letters of credit issued or guaranteed by any Prior Lender shall have been cash collateralized or supported by a Letter of Credit Issued pursuant heretoto the ABL Credit Agreement, as mutually agreed upon by the ABL Agent, the Borrower and Prior Lender;

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) Agent Agents shall have received a fully executed original of a pay-off letter reasonably satisfactory to Agent Agents confirming that all Prior Indebtedness and other obligations owing by any Credit Party to each of the Prior Lender Obligations will be repaid in full from the proceeds of the Term Loan Loans and the SCP Term Loan initial Revolving Credit Advance and that all Liens upon any of the Property property of the Credit Parties Borrowers or any of their Subsidiaries in favor of any each Prior Lender shall be terminated by such Prior Lender immediately upon such payment; and (ii) all letters of credit issued or guaranteed by any each Prior Lender shall have been cash collateralized collateralized, supported by a guaranty of Agent or supported by a Letter of Credit Issued issued pursuant heretoto ANNEX B, as mutually agreed upon by AgentAgents, the Borrower Borrowers and such Prior Lender;.

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) Agent shall have received a fully executed pay-off letter reasonably satisfactory to Agent confirming that all Prior Indebtedness and other obligations owing by any Credit Party AL and its Subsidiaries to each Prior Lender will be repaid in full from the proceeds of the Term Loan initial Loans and the SCP Term Loan and that all Liens upon any of the Property of the Credit Parties or any of their Subsidiaries in favor of any Prior Lender shall be terminated by such Prior Lender immediately upon such payment; and (ii) all letters of credit issued or guaranteed by any Prior Lender for the account of the Credit Parties shall have been cash collateralized collateralized, or supported by a Letter of Credit Issued pursuant hereto, as mutually agreed upon by Agent, the Borrower Borrowers and Prior Lender;

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) Agent shall have received a fully executed pay-off letter reasonably satisfactory to Agent confirming that all Prior Indebtedness and other obligations owing by any Credit Party to each Prior Lender will be repaid in full from the proceeds of the Term Loan initial Loans and the SCP Term Loan and that all Liens upon any of the Property of the Credit Parties or any of their Subsidiaries in favor of any Prior Lender shall be terminated by such Prior Lender (or by an authorized agent of Prior Lender) immediately upon such payment; and (ii) all letters of credit issued or guaranteed by any Prior Lender shall have been cash collateralized or supported by a Letter of Credit Issued pursuant hereto, as mutually agreed upon by Agent, the Borrower Borrowers and Prior Lender;

Repayment of Prior Lender Obligations; Satisfaction of Outstanding L/Cs. (i) Agent shall have received a fully executed original of a pay-off letter reasonably satisfactory to Agent confirming that all Prior Indebtedness and other obligations owing by any Credit Party to each of the Prior Lender Obligations (which shall be in an amount not to exceed $65,000,000), will be repaid in full from the proceeds of the Term Loan and the SCP Term Loan initial Revolving Credit Advance, and that all Liens upon any of the Property property of the Credit Parties Borrower or any of their its Subsidiaries in favor of any Prior Lender Lenders shall be terminated by such Prior Lender Lenders immediately upon such payment; and (ii) all letters of credit issued or guaranteed by any Prior Lender Lenders shall have been cash collateralized or supported by a Letter of Credit Issued issued pursuant heretoto ANNEX B, as mutually agreed upon by Agent, the Borrower and Prior Lender;Lenders.