Series Collateral Release Clause Samples
The Series Collateral Release clause defines the conditions and procedures under which collateral that has been pledged for a specific series of obligations or securities can be released. Typically, this clause outlines the requirements that must be met—such as repayment of the associated debt, satisfaction of certain financial covenants, or the occurrence of specified events—before the collateral is returned to the pledgor. Its core practical function is to provide a clear mechanism for the orderly release of collateral, ensuring both parties understand when and how the security interest will be discharged, thereby reducing uncertainty and managing risk in secured transactions.
Series Collateral Release. (a) In accordance with Article VII of the Indenture and subject to Section 7.01(a) and 7.10(b), one or more Issuers may sell any Property and the related Lease in connection with a prepayment in full of a Series of Notes (a “Series Collateral Release”). Any Series Collateral Release Price received in connection with a Series Collateral Release shall be deposited into the Collection Account and applied by the Indenture Trustee on the date of such Series Collateral Release, in accordance with the terms of the Indenture. For the avoidance of doubt, AFOP or an Affiliate may elect to make a capital contribution to one or more Issuers for the purposes of paying the applicable Series Collateral Release Price and the related Released Properties may be distributed by the applicable Issuer to AFOP or an Affiliate.
(b) No Series Collateral Release shall occur unless (i) the Rating Condition is satisfied, (ii) no Event of Default or Early Amortization Period will occur following such Series Collateral Release and (iii) no Maximum Property Concentration will be exceeded (or, if prior to such Series Collateral Release, an existing Maximum Property Concentration is already exceeded, the release of such Released Properties will reduce such Maximum Property Concentration or such Maximum Property Concentration will remain unchanged after giving effect to such release).
(c) Any Series Collateral Release Prices that are required to be transferred from the Collection Account to the Release Account pursuant to the Indenture shall be treated as a “Release Price” and applied in accordance with Section 3.05(b).
(d) Any Released Property sold in connection with a Series Collateral Release shall not be taken into consideration for the purposes of the limitations set forth in Section 7.01(a).
(e) In connection with a release of Properties pursuant to Section 7.10(a), upon the Indenture Trustee’s receipt of an Officer’s Certificate by the applicable Issuer or Property Manager, certifying that all conditions set forth herein have been satisfied, upon which the Indenture Trustee shall be permitted to fully rely and shall have no liability for so relying without any obligation to confirm or verify, the Indenture Trustee shall release to such Issuer or its designee the related Lease File and execute and deliver such instruments of release, transfer or assignment, in each case without recourse, that shall be provided to it by such Issuer and are reasonably necessary to release any Mortgage...
Series Collateral Release. In accordance with Section 7.10 of the Property Management Agreement, one or more Issuers may elect to sell Properties and the related Leases in connection with a prepayment in full of a Series of Notes, subject to the requirements set forth therein. The related Series Collateral Release Price received in connection with a Series Collateral Release shall be deposited into the Collection Account and shall be treated as the Redemption Amount and applied in accordance with the terms of Section 7.01(c) above; provided, that if any Series Collateral Release Price in the Collection Account exceeds the applicable Full Redemption Amount, such excess amounts shall be transferred to the Release Account and treated as a Release Price in accordance with the terms of the Property Management Agreement.
Series Collateral Release. (a) Subject to any additional requirements set forth in any applicable Series Supplement, the Issuer may remove a Property from the Collateral Pool in connection with a Series Collateral Release. Any Series Collateral Release Price received on a Series Collateral Release shall be deposited into the Collection Account and applied by the Indenture Trustee on the date of such Series Collateral Release, at the direction of the Issuers, (A) to repay certain outstanding Notes as designated by the Issuers, in whole or in part, in accordance with Section 7.01 of the Indenture and/or (B) as Unscheduled Proceeds.
(b) After such release, the released Property shall not be deemed to be a Property (except for the purposes of obligations under the Transaction Documents that are expressly provided to survive repayment in full of the Notes and satisfaction of the Mortgage).
(c) No Series Collateral Release shall occur unless (i) the Rating Condition is satisfied, (ii) no Early Amortization Period will occur following such Series Collateral Release and (iii) the Series 2013-1 Notes, the Series 2013-2 Notes, the Series 2013-3 Notes, the Series 2014-1 Notes, the Series 2015-1 Notes, the Series 2016-1 Notes and the Series 2018-1 Notes have been redeemed in full.
(d) Any Series Collateral Release Prices that are required to be transferred from the Collection Account to the Release Account pursuant to the Indenture shall be treated as “Release Price” and applied in accordance with Section 3.05(b).
(e) After each of the Series 2013-1 Notes, the Series 2013-2 Notes, the Series 2013-3 Notes, the Series 2014-1 Notes, the Series 2015-1 Notes, the Series 2016-1 Notes and the Series 2018-1 Notes have been redeemed in full, releases in connection with a Qualified Deleveraging Event and releases in connection with a Series Collateral Release shall not be taken into consideration for the purposes of the limitations set forth in Sections 7.01(a) or 7.04(b).
(f) In connection with a release of Properties or Loans pursuant to Section 7.11(a), upon the Indenture Trustee’s receipt of an Officer’s Certificate by the applicable Issuer or Property Manager, upon which the Indenture Trustee shall be permitted to fully rely and shall have no liability for so relying without any obligation to confirm or verify, certifying that all conditions set forth herein have been satisfied, upon which the Indenture Trustee shall be permitted to fully rely and shall have no liability for so relying without any o...
Series Collateral Release. (a) In accordance with Article VII of the Indenture and subject to Section 7.01(a) and 7.11(b), one or more Issuers may sell any Owned Property and the related Lease or any Loan in connection with a prepayment in full of a Series of Notes (a “Series Collateral Release”). Any Series Collateral Release Price received or contributed in connection with a Series Collateral Release shall be deposited into the Collection Account and applied by the Indenture Trustee in accordance with the terms of the Indenture. For the avoidance of doubt, SCF Realty Capital may elect to make a capital contribution to one or more Issuers for the purposes of paying the applicable Series Collateral Release Price and the related Released Properties and/or Released Loans may be distributed by the applicable Issuer to SCF Realty Capital.
(b) No Series Collateral Release shall occur unless (i) the Rating Condition is satisfied, (ii) no Early Amortization Period will occur following such Series Collateral Release and (iii) the Series 2016-1 Notes have been redeemed in full.
(c) Any Series Collateral Release Prices that are required to be transferred from the Collection Account to the Release Account pursuant to the Indenture shall be treated as a “Release Price” and applied in accordance with Section 3.05(b).
(d) Any Released Property or Released Loan sold (i) directly to SCF Realty Capital in connection with a Series Collateral Release shall be taken into consideration for the purposes of the limitations set forth in Sections 7.01(a) and 7.04(b) or (ii) (x) to a third party unaffiliated with SCF Realty Capital or (y) an SCF SPE, in each case, shall not be taken into consideration for the purposes of the limitations set forth in Sections 7.01(a) or 7.04(b).
(e) In connection with a release of Properties or Loans pursuant to Section 7.11(a), upon the Indenture Trustee’s receipt of an Officer’s Certificate by the applicable Issuer or Property Manager, upon which the Indenture Trustee shall be permitted to fully rely and shall have no liability for so relying without any obligation to confirm or verify, certifying that all conditions set forth herein have been satisfied, upon which the Indenture Trustee shall be permitted to fully rely and shall have no liability for so relying without any obligation to confirm or verify, the Indenture Trustee shall release to such Issuer or its designee the related Lease File or Loan File and execute and deliver such instruments of release, transfer or ass...