Common use of TERMINATION OF THIS SECURITY AGREEMENT Clause in Contracts

TERMINATION OF THIS SECURITY AGREEMENT. Subject to Section 18(a) hereof, this Security Agreement shall terminate (and the security interest created by this Security Agreement in and upon the Collateral shall be automatically released) upon the payment and performance in full in cash (where it is possible for such obligations to be satisfied in cash) of all Grantor Obligations and the cancellation and return of all Letters of Credit (or, to the extent not so cancelled and returned, the deposit with the Agent of the Supporting Letters of Credit for, or cash collateralization (in an amount required by the Credit Agreement) of, such outstanding Letters of Credit (or related Credit Support) in accordance with and as required by Section 1.3(g) of the Credit Agreement), and termination of the Commitments and in connection with such termination, the Agent, at the request and expense of the Grantor, will promptly authorize, execute and deliver to the Grantor such documents and instruments evidencing such termination as the Grantor may reasonably request and will assign, transfer and deliver to the Grantor, without recourse and without representation or warranty, such of the Collateral as may then be in the possession of the Agent; provided, however, that in connection with the termination of this Security Agreement and the release and termination of the security interests in the Collateral, the Agent may require such indemnities as it shall reasonably deem necessary or appropriate to protect the Agent and the Secured Parties against loss on account of credits previously applied to the Grantor Obligations that may subsequently be reversed or revoked. Notwithstanding anything in this Security Agreement to the contrary, upon any sale, transfer (including without limitation, by merger or consolidation) or other disposition by the Grantor of any Collateral in a transaction expressly permitted under the Credit Agreement and the receipt by the Agent of the Net Proceeds of such sale or other disposition as required by the Credit Agreement, the Lien and security interest created by this Security Agreement in and upon such Collateral shall be automatically released, and in connection with any such release, the Agent, at the request and expense of the Grantor, will promptly authorize, execute and deliver to the Grantor such documents and instruments evidencing such release or termination as Grantor may reasonably request and will assign, transfer and deliver to the Grantor, without recourse and without representation or warranty, such of the Collateral so being released as may then be in the possession of the Agent.

TERMINATION OF THIS SECURITY AGREEMENT. Subject to Section 18(a26(a) hereof, this Security Agreement shall terminate (and the security interest created by this Security Agreement in and upon the Collateral shall be automatically released) upon the indefeasible payment and performance in full in cash (where it is possible for such obligations to be satisfied in cash) of all Grantor Obligations and the cancellation and return of all Letters of Credit (or, to the extent not so cancelled and returned, the deposit with the Agent of the Supporting Letters of Credit for, or cash collateralization (in an amount required by the Credit Agreement) of, for such outstanding Letters of Credit (or related Credit Support) in accordance with and as required by Section 1.3(g) of the Credit Agreement), and termination of the Commitments and in connection with such termination, the Agent, at the request and expense of the GrantorGrantors, will promptly authorize, execute and deliver to the Grantor Grantors such documents and instruments evidencing such termination as the Grantor Grantors may reasonably request and will assign, transfer and deliver to the GrantorGrantors, without recourse and without representation or warranty, such of the Collateral as may then be in the possession of the Agent; provided, however, that in connection with the termination of this Security Agreement and the release and termination of the security interests in the Collateral, the Agent may require such indemnities as it shall reasonably deem necessary or appropriate to protect the Agent and the Secured Parties against loss on account of credits previously applied to the Grantor Obligations that may subsequently be reversed or revoked. Notwithstanding anything in this Security Agreement to the contrary, upon any sale, transfer (including including, without limitation, by merger or consolidation) or other disposition by the any Grantor of any Collateral in a transaction expressly permitted under the Credit Agreement and the receipt by the Agent of the Net Proceeds of such sale or other disposition as required by the Credit Agreement, the Lien and security interest created by this Security Agreement in and upon such Collateral shall be automatically released, and in connection with any such release, the Agent, at the request and expense of the applicable Grantor, will promptly authorize, execute and deliver to the such Grantor such documents and instruments evidencing such release or termination as such Grantor may reasonably request and will assign, transfer and deliver to the such Grantor, without recourse and without representation or warranty, such of the Collateral so being released as may then be in the possession of the Agent.

TERMINATION OF THIS SECURITY AGREEMENT. Subject to Section 18(a) hereof, this Security Agreement shall terminate (and the security interest created by this Security Agreement in and upon the Collateral shall be automatically released) upon the payment and performance in full in cash (where it is possible for such obligations to be satisfied in cash) of all Grantor Obligations and the cancellation and return of all Letters of Credit (or, to the extent not so cancelled and returned, the deposit with the Agent of the Supporting Letters of Credit for, or cash collateralization (in an amount required by the Credit Agreement) of, such outstanding Letters of Credit (or related Credit Support) in accordance with and as required by Section 1.3(g) of the Credit Agreement), and termination of the Commitments and in connection with such termination, the Agent, at the request and expense of the a Grantor, will promptly authorize, execute and deliver to the such Grantor such documents and instruments evidencing such termination as the such Grantor may reasonably request and will assign, transfer and deliver to the such Grantor, without recourse and without representation or warranty, such of the Collateral as may then be in the possession of the Agent; provided, however, that in connection with the termination of this Security Agreement and the release and termination of the security interests in the Collateral, the Agent may require such indemnities as it shall reasonably deem necessary or appropriate to protect the Agent and the Secured Parties against loss on account of credits previously applied to the Grantor Obligations that may subsequently be reversed or revoked. Notwithstanding anything in this Security Agreement to the contrary, upon any sale, transfer (including without limitation, by merger or consolidation) or other disposition by the any Grantor of any Collateral in a transaction expressly permitted under the Credit Agreement and the receipt by the Agent of the Net Proceeds of such sale or other disposition as required by the Credit Agreement, the Lien and security interest created by this Security Agreement in and upon such Collateral shall be automatically released, and in connection with any such release, the Agent, at the request and expense of the a Grantor, will promptly authorize, execute and deliver to the such Grantor such documents and instruments evidencing such release or termination as such Grantor may reasonably request and will assign, transfer and deliver to the such Grantor, without recourse and without representation or warranty, such of the Collateral so being released as may then be in the possession of the Agent.

TERMINATION OF THIS SECURITY AGREEMENT. (a) Subject to Section 18(a) 11 hereof, this Security Agreement shall terminate (and the security interest created by this Security Agreement in and upon the Collateral shall be automatically released) upon the payment Termination Date and performance in full in cash (where it is possible for such obligations to be satisfied in cash) of all Grantor Obligations and the cancellation and return of all Letters of Credit (or, to the extent not so cancelled and returned, the deposit with the Agent of the Supporting Letters of Credit for, or cash collateralization (in an amount required by the Credit Agreement) of, such outstanding Letters of Credit (or related Credit Support) in accordance with and as required by Section 1.3(g) of the Credit Agreement), and termination of the Commitments and in connection with such termination, the Agent, at the request and expense of the respective Grantor, will thereafter promptly authorize, execute and deliver to such Grantor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the Grantor such documents satisfaction and instruments evidencing such termination as the Grantor may reasonably request of this Security Agreement and each other Collateral Document, and will duly assign, transfer and deliver to the Grantor, without recourse and without representation or warranty, such Grantor such of the Collateral as may then be in the possession of Agent and as has not theretofore been sold or otherwise applied or released pursuant to this Security Agreement. (b) In the Agent; providedevent that any part of the Collateral is sold or otherwise disposed of (to a Person other than a Borrower or any of its Subsidiaries) at any time prior to the Termination Date, however, that in connection with the termination a sale or disposition permitted by Section 3.7 of this Security Agreement and the release and termination of the security interests in the Collateral, the Agent may require such indemnities as it shall reasonably deem necessary or appropriate to protect the Agent and the Secured Parties against loss on account of credits previously applied to the Grantor Obligations that may subsequently be reversed or revoked. Notwithstanding anything in this Security Agreement to the contrary, upon any sale, transfer (including without limitation, by merger or consolidation) or other disposition by the Grantor of any Collateral in a transaction expressly permitted under the Credit Agreement or is otherwise released at the direction of the Requisite Lenders (or all the Lenders if required by Section 9.2 of the Credit Agreement) and the receipt by the Agent of the Net Proceeds proceeds of such sale or other disposition as required by (or from such release) are applied in accordance with the terms of the Credit AgreementAgreement to the extent required to be so applied, the Lien and security interest created by this Security Agreement in and upon such Collateral shall be automatically released, and in connection with any such release, the Agent, at the request and expense of the such Grantor, will promptly authorize, duly release from the security interest created hereby (and will execute and deliver to such documentation, including termination or partial release statements and the Grantor such documents like in connection therewith) and instruments evidencing such release or termination as Grantor may reasonably request and will assign, transfer and deliver to the Grantor, such Grantor (without recourse and without any representation or warranty, ) such of the Collateral as is then being (or has been) so being released sold or otherwise disposed of, or released, and as may then be in the possession of Agent and has not theretofore been released pursuant to this Security Agreement. Furthermore, upon the Agentrelease of any Guarantor from its Guaranty in accordance with the provisions in such Guaranty and the provisions of the Credit Agreement, such Grantor (and the Collateral at such time assigned by the respective Grantor pursuant hereto) shall be released from this Security Agreement, and this Security Agreement, as to such Grantor only, shall have no further force or effect.

TERMINATION OF THIS SECURITY AGREEMENT. Subject to Section 18(a(i) hereofExcept for those provisions which expressly survive the termination thereof, this Security Agreement and the Lien granted herein shall terminate when all of the Secured Obligations (and the security interest created by this Security Agreement in and upon the Collateral shall be automatically releasedother than contingent indemnification obligations for which claims have not yet been asserted) upon the payment and performance have indefeasibly been paid in full in cash (where it is possible for such obligations to be satisfied in cash) of all Grantor Obligations and the cancellation and return of all Letters of Credit (oror otherwise satisfied, to the extent not so cancelled and returned, the deposit with at which time the Agent of the Supporting Letters of Credit for, or cash collateralization (in an amount required by the Credit Agreement) of, such outstanding Letters of Credit (or related Credit Support) in accordance with and as required by Section 1.3(g) of the Credit Agreement), and termination of the Commitments and in connection with such termination, the Agent, at the request and expense of the Grantor, will promptly authorize, shall execute and deliver to the Grantor such Grantors, at the Grantors’ expense, all UCC termination statements, releases and similar documents and instruments evidencing such termination as that the Grantor may Grantors shall reasonably request and will assign, transfer and deliver to the Grantor, without recourse and without representation or warranty, evidence such of the Collateral as may then be in the possession of the Agenttermination; provided, however, that this Agreement and the Lien granted herein shall be reinstated if at any time payment, or any part thereof, of any Secured Obligation is rescinded or must otherwise be restored by any Lender upon the bankruptcy or reorganization of any Grantor; provided, further, that in connection with the termination of this Security Agreement and the release and termination of the security interests in the CollateralLien granted herein, the Agent may require such indemnities as it shall reasonably deem necessary or appropriate to protect the Agent and the Secured Parties Lenders against (x) loss on account of credits previously applied to the Grantor Secured Obligations that may subsequently be reversed or revoked. Notwithstanding anything , (y) any Secured Obligations that may thereafter arise under Section 14.2 of the Loan Agreement, and (z) any other obligations that may thereafter arise, or any unknown obligations that may exist, under any Loan Document. (ii) The Collateral shall be released from the Lien granted in this Security Agreement to in accordance with the contrary, upon provisions of the Loan Agreement. Upon termination hereof or any sale, transfer (including without limitation, by merger or consolidation) or other disposition by the Grantor release of any Collateral in a transaction expressly permitted under accordance with the Credit Agreement and the receipt by the Agent provisions of the Net Proceeds of such sale or other disposition as required by the Credit Loan Agreement, the Lien Agent shall, upon the request and security interest created by this Security Agreement in and upon such Collateral shall be automatically released, and in connection with any such release, the Agent, at the request sole cost and expense of the GrantorGrantors, will promptly authorize, execute and deliver to the Grantor such documents and instruments evidencing such release or termination as Grantor may reasonably request and will assign, transfer and deliver to the GrantorGrantors, against receipt and without recourse and without representation to or warrantywarranty by the Agent, such of the Collateral so being to be released (in the case of a release) or all of the Collateral (in the case of termination of this Security Agreement) as may then be in the possession of the AgentAgent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Collateral, proper documents and instruments (including UCC-3 termination statements or releases) acknowledging the termination hereof or the release of such Collateral, as the case may be.