Satisfaction and Cancelation. (a) The conveyance to Mortgagee of the Mortgaged Property as security created and consummated by this Mortgage shall terminate and be null and void when all the Obligations have been indefeasibly paid in full in accordance with the terms of the Loan Documents and the Lenders have no further commitment to lend under the Credit Agreement, the aggregate L/C Exposure has been reduced to zero and the Issuing Banks have no further obligations to issue Letters of Credit under the Credit Agreement.
(b) Mortgagor shall automatically be released from its obligations hereunder upon the consummation of any transaction permitted by the Credit Agreement as a result of which such Mortgagor ceases to be a Subsidiary.
(c) Upon any sale or other transfer by Mortgagor of any Collateral that is permitted under the Credit Agreement to any person that is not the Borrower or a Mortgagor, or, upon the effectiveness of any written consent to the release of the Security Interest granted hereby in any Collateral pursuant to Section 9.08 of the Credit Agreement, the Security Interest in such Collateral shall be automatically released.
(d) In connection with any termination or release pursuant to paragraph (a), (b) or (c) above, the Mortgagee shall promptly execute and deliver to Mortgagor at such Mortgagor’s expense, all Uniform Commercial Code termination statements and similar documents that such Mortgagor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or representation or warranty by the Mortgagee or any Secured Party. Without limiting the provisions of Section 7.06 of the Guarantee and Collateral Agreement, the Borrower shall reimburse the Mortgagee upon demand for all costs and out of pocket expenses, including the fees, charges and expenses of counsel, incurred by it in connection with any action contemplated by this Section.
Satisfaction and Cancelation. (a) This Mortgage shall continue in effect until (i) the Term Loan Credit Agreement has terminated pursuant to its express terms and (ii) all of the Specified Obligations have been indefeasibly paid and performed in full.
(b) Subject to the terms of the Security Agreement, upon any sale or other transfer by Mortgagor of the Mortgaged Property that is permitted under Section 4.1(d) of the Security Agreement to any Person that is not another Grantor or, upon the effectiveness of any written consent to the release of the security interest granted hereby in the Mortgaged Property pursuant to Section 10.02 of the Term Loan Credit Agreement, the security interest in the Mortgaged Property shall be automatically released.
(c) In connection with any termination or release pursuant to paragraph (a) or (b), the Mortgage shall be marked “satisfied” by the Mortgagee, and this Mortgage shall be canceled of record at the request and at the expense of the Mortgagor. Mortgagee shall execute any documents reasonably requested by Mortgagor to accomplish the foregoing or to accomplish any release contemplated by this Section 3.04 and Mortgagor will pay all costs and expenses, including reasonable attorneys’ fees, disbursements and other charges, incurred by Mortgagee in connection with the preparation and execution of such documents.
Satisfaction and Cancelation. (a) The conveyance to Trustee ----------------------------- of the Trust Property as security, created and consummated by this Deed of Trust shall be null and void when all the Mortgaged Obligations have been indefeasibly paid in full in accordance with the terms of the Loan Documents and Beneficiary has no further commitment to make Loans under the Credit Agreement.
(b) In connection with any termination or release pursuant to paragraph (a), this Deed of Trust shall be marked "satisfied" by the Beneficiary and/or Trustee, and this Deed of Trust shall be canceled of record at the request and at the expense of the Grantor. Beneficiary and Trustee shall execute any documents reasonably requested by Grantor to accomplish the foregoing or to accomplish any release contemplated by paragraph (b) and Grantor will pay all costs and expenses, including reasonable attorneys' fees, disbursements and other charges, incurred by Beneficiary and Trustee in connection with the preparation and execution of such documents.
Satisfaction and Cancelation. (a) The conveyance to Trustee of the Trust Property as security and for the benefit of Beneficiary, created and consummated by this Deed of Trust shall be null and void when all the Obligations have been indefeasibly paid in full in accordance with the terms of the Loan Documents and the Lenders have no further commitment to make Loans under the Credit Agreement, no Letters of Credit are outstanding and the Issuing Bank has no further obligation to issue Letters of Credit under the Credit Agreement.
(b) Upon a sale or financing by Grantor of all or any portion of the Trust Property that is permitted under the Credit Agreement and the application of the Net Cash Proceeds of such sale or financing in accordance with the Credit Agreement, the lien of this Deed of Trust shall be released from the applicable portion of the Trust Property. Grantor shall give Beneficiary reasonable written notice of any sale or financing of the Trust Property prior to the closing of such sale or financing.
(c) In connection with any termination or release pursuant to paragraph (a), the Deed of Trust shall be marked "satisfied" by Beneficiary and/or Trustee, and this Deed of Trust and any related UCC-1 financing statements (if applicable) shall be canceled of record at the request and at the expense of Grantor. Beneficiary and Trustee shall execute any documents reasonably requested by Grantor to accomplish the foregoing or to accomplish any release contemplated by paragraph (a) and Grantor will pay all costs and expenses, including reasonable attorneys' fees, disbursements and other charges, incurred by Beneficiary and Trustee in connection with the preparation and execution of such documents.
Satisfaction and Cancelation. The conveyance to Mortgagee of the Mortgaged Property as security created and consummated by this Mortgage shall be null and void upon the payment in full in cash of the Loans and all the other Loan Documents Obligations (other than unasserted contingent and indemnification obligations), termination of all Commitments and Incremental Revolving Commitments and reduction of all exposure under any letters of credit issued under and pursuant to the Credit Agreement to zero (or the making of other arrangements satisfactory to the issuers thereof).
Satisfaction and Cancelation. The conveyance to Mortgagee of the Mortgaged Property as security created and consummated by this Mortgage shall be null and void when all the Loan Document Obligations (other than contingent obligations for indemnification, expense reimbursement, tax gross-up or yield protection as to which no claim has been made) have been indefeasibly paid in full in accordance with the terms of the Loan Documents and the Lenders have no further commitment to make Loans under the Credit Agreement, no Letters of Credit are outstanding and the Issuing Bank has no further obligation to issue Letters of Credit under the Credit Agreement.
Satisfaction and Cancelation. The conveyance to the Mortgagee of the Mortgaged Property as security created and consummated by this Mortgage shall be null and void when all the Credit Agreement Obligations have been indefeasibly paid in full in accordance with the terms of the Loan Documents and the Lenders have no further commitment to lend under the Credit Agreement, the L/C Obligations have been reduced to zero and the L/C Issuers have no further obligations to issue Letters of Credit under the Credit Agreement.
Satisfaction and Cancelation. This Mortgage and all other security interests granted hereby shall terminate when all the Loan Document Obligations have been indefeasibly paid in full and the Lenders have no further commitment to lend under the Credit Agreement, the exposure under the Letters of Credit has been reduced to zero and the Issuing Lender has no further obligations to issue Letters of Credit under the Credit Agreement.
Satisfaction and Cancelation. Upon the latest of (i) the payment in full in cash of the First Lien Obligations that are Bank Obligations other than First Lien Obligations with respect to Hedging Agreements not yet due and payable and contingent indemnification obligations not yet accrued and payable, (ii) the Revolving Credit Maturity Date and (iii) the cash collateralization or back-stop (on terms reasonably satisfactory to the Administrative Agent), termination or expiration of all Letters of Credit, the Mortgaged Property will cease to act as security for the payment and performance of the Bank Obligations; provided, however that the Mortgaged Property shall continue to remain encumbered by this Mortgage as security for the other First Lien Obligations until the other First Lien Obligations are satisfied in accordance with this Section 3.04. Upon any such satisfaction of the Bank Obligations, the Administrative Agent will, at the Mortgagor’s expense, execute and deliver to Mortgagor such documents as Mortgagor shall reasonably request to evidence such satisfaction of the Bank Obligations.
Satisfaction and Cancelation. The conveyance to Mortgagee of the Mortgaged Property as security created and consummated by this Mortgage shall terminate and be null and void when all the Obligations (other than contingent indemnification obligations for which no claim has been made) have been paid in full in cash and the Lenders have no further commitment to lend under the Credit Agreement, the aggregate L/C Exposure has been reduced to zero (or the only outstanding Letters of Credit have become subject to arrangements reasonably satisfactory to the Administrative Agent and the applicable Issuing Bank) and the Issuing Banks have no further obligation to issue Letters of Credit under the Credit Agreement.
