Common use of Satisfaction and Discharge Defeasance Clause in Contracts

Satisfaction and Discharge Defeasance. The Company and the Subsidiary Guarantors shall be entitled to obtain a full release of all of the Collateral from the Liens of the Security Documents upon payment in full of all principal of, premium, if any, and interest on the Notes and of all obligations for the payment of money due and owing to the Trustee or the Holders, or upon compliance with the conditions precedent set forth in Article 9 for Legal Defeasance or Covenant Defeasance. Upon the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee pursuant to Section 10.05 hereof, such Subsidiary Guarantor shall be entitled to obtain the release of all of its Collateral from the Liens of the Security Documents. Upon delivery by the Company to the Collateral Agent of an Officers' Certificate and an Opinion of Counsel, each to the effect that such conditions precedent have been complied with (and which may be the same Officers' Certificate and Opinion of Counsel required by Article 9), together with such documentation, if any, as may be required by the Collateral Agent prior to the release of such Collateral, the Collateral Agent shall forthwith take all necessary action (at the written request of and the expense of the Company) to release and reconvey to the Company and the applicable Subsidiary Guarantors without recourse all of the Collateral, and shall deliver such Collateral in its possession to the Company and the applicable Subsidiary Guarantors including, without limitation, the execution and delivery of releases and satisfactions wherever required.

Appears in 1 contract

Samples: Indenture (Paxson Communications Corp)

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Satisfaction and Discharge Defeasance. The Company Issuer and the Subsidiary Guarantors shall be entitled to obtain a full release of all of the Collateral from the Liens of this Indenture and of the Security Collateral Documents upon payment in full of all principal ofprincipal, premium, if any, and interest interest, on the Notes and of all obligations Obligations for the payment of money due and owing to the Trustee or the Holders, or upon compliance with the conditions precedent set forth in Article 9 8 for Legal Defeasance or Covenant Defeasance. Upon the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee pursuant to Section 10.05 hereof, such Subsidiary Guarantor shall be entitled to obtain the release of all of its Collateral from the Liens of the Security Documents. Upon delivery by the Company Issuer to the Collateral Agent Trustee of an Officers' Certificate and an Opinion of Counsel, each to the effect that such conditions precedent have been complied with (and which may be the same Officers' Certificate and Opinion of Counsel required by Article 9)8), together with such documentation, if any, as may be required by the Collateral Agent TIA (including, without limitation, TIA Section 314(d)) prior to the release of such Collateral, the Collateral Agent Trustee shall forthwith take all necessary action (at the written request of and the expense of the CompanyIssuer) to release and reconvey to the Company Issuer and the applicable Subsidiary Guarantors without recourse all of the Collateral, and shall deliver such Collateral in its possession to the Company Issuer and the applicable Subsidiary Guarantors including, without limitation, the execution and delivery of releases and satisfactions wherever required.

Appears in 1 contract

Samples: Second Supplemental Indenture (Amm Holdings Inc)

Satisfaction and Discharge Defeasance. The Company and the Subsidiary Guarantors shall be entitled to obtain a full release of all of the Security Collateral from the Liens of this Indenture and of the Security Documents upon payment in full of all principal ofprincipal, premium, if any, and interest on the Notes Securities and of all obligations other Obligations for the payment of money due and owing to the Trustee or the HoldersHolders under this Indenture, the Securities, the Guarantees and the Security Documents, or upon compliance with the conditions precedent set forth in Article 9 Twelve hereof for Legal Defeasance or Covenant Defeasancecovenant defeasance. Upon the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee pursuant to Section 10.05 hereof, such Subsidiary Guarantor shall be entitled to obtain the release of all of its Collateral from the Liens of the Security Documents. Upon payment or upon delivery by the Company to the Collateral Agent Trustee of an Officers' Certificate and an Opinion of Counsel, each to the effect that such conditions precedent have been complied with (and which may be the same Officers' Certificate and Opinion of Counsel required by Article 9Twelve hereof), together with such documentation, if any, as may be required by the Collateral Agent Trust Indenture Act (including, without limitation, Trust Indenture Act Section 314(d)) or reasonably required by the Trustee prior to the release of such Security Collateral, the Collateral Agent Trustee shall forthwith take all action that is necessary action or reasonably requested by the Company (in each case at the written request of and the expense of the Company) to release and reconvey to the Company and the applicable Subsidiary Guarantors without recourse all of the Security Collateral, and shall deliver such Security Collateral in its possession to the Company and shall execute and deliver to the applicable Subsidiary Guarantors including, without limitation, the execution and delivery of Company releases and satisfactions wherever requiredsatisfactions, in recordable form and other instruments, agreements and acknowledgements related thereto, in each case to the extent reasonably requested by the Company.

Appears in 1 contract

Samples: Indenture (Poindexter J B & Co Inc)

Satisfaction and Discharge Defeasance. The Company Issuers and the Subsidiary Guarantors shall shall, subject to the provisions of the Priority Intercreditor Agreement, be entitled to obtain a full release of all of the Collateral from the Liens of this Indenture and of the Security Collateral Documents upon payment in full of all principal ofprincipal, premium, if any, interest and interest Additional Interest, if any, on the Notes and of all obligations Obligations for the payment of money due and owing to the Trustee or the Holders, or upon compliance with the conditions precedent set forth in Article 9 8 for Satisfaction and Discharge, Legal Defeasance or Covenant Defeasance. Upon the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee pursuant to Section 10.05 hereof, such Subsidiary Guarantor shall be entitled to obtain the release of all of its Collateral from the Liens of the Security Documents. Upon delivery by the Company to the Collateral Agent Trustee of an Officers' Certificate and an Opinion of Counsel, each to the effect that such conditions precedent have been complied with (and which may be the same Officers' Certificate and Opinion of Counsel required by Article 9)8), together with such documentation, if any, as may be required by the Collateral Agent Trustee or the TIA (including, without limitation, TIA Section 314(d)) prior to the release of such Collateral, the Trustee shall subject to the terms of the Priority Intercreditor Agreement forthwith instruct the Collateral Agent shall forthwith to take all necessary action (at the written request of and the expense of the CompanyIssuers) to release and reconvey to the Company each of the Issuers and the applicable Subsidiary Guarantors without recourse all of the Collateral, and shall instruct the Collateral Agent, subject to the provisions of the Priority Intercreditor Agreement, to deliver such Collateral in its possession to the Company and the applicable Subsidiary Guarantors including, without limitation, the execution and delivery of releases and satisfactions wherever required.

Appears in 1 contract

Samples: Indenture (Trump Indiana Inc)

Satisfaction and Discharge Defeasance. The Company and the Subsidiary any Guarantors shall be entitled to obtain a full release of all of the Collateral from the Liens of the Security Documents upon payment in full of all principal of, premium, if any, and interest on the Notes and of all obligations for the payment of money due and owing to the Collateral Agent, the Trustee or the HoldersHolders pursuant to the Notes, this Indenture or any Security Documents, or upon compliance with the conditions precedent set forth in Article 9 8 for Legal Defeasance or Covenant Defeasance. Upon the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee pursuant to Section 10.05 hereof4.16(c), such Subsidiary Guarantor shall be entitled to obtain the release of all of its Collateral from the Liens of the Security Documents. Upon delivery by the Company Issuer to the Collateral Agent of an Officers' Certificate and an Opinion of Counsel, each to the effect that such conditions precedent have been complied with (and which may be the same Officers' Certificate and Opinion of Counsel required by Article 9), together with such documentation, if any, as may be required by the Collateral Agent prior to the release of such Collateral, the Collateral Agent shall forthwith take all necessary action (at the written request of and the expense of the CompanyIssuer) to release and reconvey to the Company Issuer and the applicable Subsidiary Guarantors without recourse all of the Collateral, and shall deliver such Collateral in its possession to the Company Issuer and the applicable Subsidiary Guarantors Guarantors, including, without limitation, the execution and delivery of releases and satisfactions wherever required.

Appears in 1 contract

Samples: Indenture (Orbimage Inc)

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Satisfaction and Discharge Defeasance. The Company and the Subsidiary Guarantors shall --------------------------------------- be entitled to obtain a full release of all of the Collateral from the Liens of this Indenture and of the Security Collateral Documents upon payment in full of all principal ofprincipal, premium, if any, interest and interest Liquidated Damages, if any, on the Notes and of all obligations for the payment of money due and owing to the Trustee or the Holders, or upon compliance with the conditions precedent set forth in Article 9 8 for Legal Defeasance or Covenant Defeasance. Upon the release of any Subsidiary Guarantor from form its obligations under this Indenture and its Subsidiary Guarantee pursuant to Section 10.05 12.03 hereof, such Subsidiary Guarantor Guarantors shall be entitled to obtain the release of all of its Collateral from the Liens of this Indenture and of the Security Collateral Documents. Upon delivery by the Company to the Collateral Agent Trustee of an Officers' Certificate and an Opinion of Counsel, each to the effect that such conditions precedent have been complied with (and which may be the same Officers' Certificate and Opinion of Counsel required by Article 9)8), together with such documentation, if any, as may be required by the Collateral Agent Trustee or the TIA (including, without limitation, TIA ss. 314(d)) prior to the release of such Collateral, the Collateral Agent Trustee shall forthwith take all necessary action (at the written request of and the expense of the Company) to release and reconvey to the Company and the applicable Subsidiary Guarantors without recourse all of the Collateral, and shall deliver such Collateral Col lateral in its possession to the Company and the applicable Subsidiary Guarantors including, without limitation, the execution and delivery of releases and satisfactions wherever required.

Appears in 1 contract

Samples: Indenture (New Pier Operating Co Inc)

Satisfaction and Discharge Defeasance. The Company and the Subsidiary Guarantors Issuers shall be entitled to obtain a full release of all of the Collateral from the Liens of this Indenture and of the Security Collateral Documents upon payment in full of all principal ofprincipal, premium, if any, interest and interest Additional Interest, if any, on the Notes and of all obligations other Obligations for the payment of money due and owing to the Trustee or the HoldersHolders under this Indenture, the Notes, the Guarantees and the Collateral Documents, or upon compliance with the conditions precedent set forth in Article 9 VIII hereof for Legal Defeasance or Covenant Defeasance. Upon the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee pursuant to Section 10.05 hereof, such Subsidiary Guarantor shall be entitled to obtain the release of all of its Collateral from the Liens of the Security Documents. Upon payment or upon delivery by the Company Issuers to the Collateral Agent Trustee of an Officers' Certificate and an Opinion of Counsel, each to the effect that such conditions precedent have been complied with (and which may be the same Officers' Certificate and Opinion of Counsel required by Article 9VIII hereof), together with such documentation, if any, as may be required by the Collateral Agent TIA (including, without limitation, TIA § 314(d)) or reasonably required by the Trustee prior to the release of such Collateral, the Collateral Agent Trustee shall forthwith take all action that is necessary action or reasonably requested by the Company (in each case at the written request of and the expense of the Company) to release and reconvey to the Company and the applicable Subsidiary Guarantors Issuers without recourse all of the Collateral, and shall deliver such Collateral in its possession to the Company Issuers and shall execute and deliver to the applicable Subsidiary Guarantors including, without limitation, the execution and delivery of Issuers releases and satisfactions wherever requiredsatisfactions, in recordable form, to the extent reasonably requested by the Issuers.

Appears in 1 contract

Samples: Indenture (Listerhill Total Maintenance Center LLC)

Satisfaction and Discharge Defeasance. The Company Issuers and the Subsidiary Guarantors shall shall, subject to the provisions of the Priority Intercreditor Agreement, be entitled to obtain a full release of all of the Collateral from the Liens of this Indenture and of the Security Collateral Documents upon payment in full of all principal ofprincipal, premium, if any, interest and interest Additional Interest, if any, on the Notes and of all obligations Obligations for the payment of money due and owing to the Trustee or the Holders, or upon compliance with the conditions precedent set forth in Article 9 8 for Satisfaction and Discharge, Legal Defeasance or Covenant Defeasance. Upon the release of any Subsidiary Guarantor from its obligations under this Indenture and its Subsidiary Guarantee pursuant to Section 10.05 hereof, such Subsidiary Guarantor shall be entitled to obtain the release of all of its Collateral from the Liens of the Security Documents. Upon delivery by the Company to the Collateral Agent Trustee of an Officers' Certificate and an Opinion of Counsel, each to the effect that such conditions precedent have been complied with (and which may be the same Officers' Certificate and Opinion of Counsel required by Article 9)8), together with such documentation, if any, as may be required by the Collateral Agent Trustee or the TIA (including, without limitation, TIA Section 314(d)) prior to the release of such Collateral, the Trustee shall, subject to the terms of the Priority Intercreditor Agreement, forthwith instruct the Collateral Agent shall forthwith to take all necessary action (at the written request of and the expense of the CompanyIssuers) to release and reconvey to the Company each of the Issuers and the applicable Subsidiary Guarantors without recourse all of the Collateral, and shall instruct the Collateral Agent, subject to the provisions of the Priority Intercreditor Agreement, to deliver such Collateral in its possession to the Company and the applicable Subsidiary Guarantors including, without limitation, the execution and delivery of releases and satisfactions wherever required.

Appears in 1 contract

Samples: Indenture (Trump Indiana Inc)

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