Common use of Termination; Release of Pledged Collateral Clause in Contracts

Termination; Release of Pledged Collateral. (a) Any Lien upon any Pledged Collateral will be released automatically if the Pledged Collateral constitutes property being sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement or the Euro Term Loan Agreement. Upon at least five (5) Business Days’ prior written request by any Pledgor, the Collateral Agent shall execute such documents as may be necessary to evidence the release of the Liens upon any Pledged Collateral described in this Section 11.2 (a); provided, however, that (i) the Collateral Agent shall not be required to execute any such document on terms which, in its reasonable opinion, would, under applicable Law, expose the Collateral Agent to liability or create any obligation or entail any adverse consequence other than the release of such Liens without recourse or warranty, and (ii) such release shall not in any manner discharge, affect or impair the Secured Obligations or any Liens (other than those expressly being released) upon (or obligations of such Pledgor in respect of) all interests retained by such Pledgor, including, without limitation, the Proceeds of any sale, all of which shall continue to constitute part of the Pledged Collateral. (b) Except for those provisions which expressly survive the termination thereof, this Agreement and the security interest granted herein shall automatically terminate when all of the Secured Obligations (other than contingent indemnification obligations for which claims have not yet been asserted) have been indefeasibly paid in full in cash or otherwise satisfied, at which time the Collateral Agent shall return all Pledged Collateral to the Pledgors, and execute and deliver to the Pledgors, at the Pledgors’ expense, all UCC termination statements, releases and similar documents that the Pledgors shall reasonably request to evidence such termination; provided, however, that this Agreement, and the security interest granted herein shall be reinstated if at any time payment, or any part thereof, of any Secured Obligation is rescinded or must otherwise be restored by any Credit Party upon the bankruptcy or reorganization of any Pledgor. Any execution and delivery of termination statements, releases or other documents pursuant to this Section 11.2(b) shall be without recourse to, or warranty by, the Collateral Agent or any Credit Party.

Termination; Release of Pledged Collateral. (a) 12.1 Any Lien upon any Pledged Collateral will be released automatically if the Pledged Collateral constitutes property being sold, transferred or otherwise disposed of in a transaction permitted by the Credit Agreement or the Euro Term Loan AgreementPermitted Disposition. Upon at least five two (52) Business Days’ prior written request by any Pledgorthe Pledgors, the Collateral Agent shall execute such documents as may be necessary to evidence the release of the Liens upon any Pledged Collateral described in this Section 11.2 (a)12.1; provided, however, that (i) the Collateral Agent shall not be required to execute any such document on terms which, in its reasonable opinion, would, under applicable Law, expose the Collateral Agent to liability or create any obligation or entail any adverse consequence other than the release of such Liens without recourse or warranty, and (ii) such release shall not in any manner discharge, affect or impair the Secured Obligations or any Liens (other than those expressly being released) upon (or obligations of such Pledgor the Pledgors in respect of) all interests retained by such Pledgorthe Pledgors, including, without limitation, the Proceeds of any sale, all of which shall continue to constitute part of the Pledged Collateral. (b) 12.2 Except for those provisions which expressly survive the termination thereof, this Agreement and the security interest Security Interest granted herein shall automatically terminate when (i) the Commitments have expired or been terminated (ii) all of the Secured Obligations (other than contingent indemnification obligations for which claims have not yet been asserted) have been indefeasibly paid in full in cash or otherwise satisfiedsatisfied (other than any indemnity obligation for unasserted claims that by its terms survives the termination of this Agreement or the Credit Agreement) (iii) all L/C Obligations have been reduced to zero (or fully cash collateralized in a manner reasonably satisfactory to the applicable L/C Issuer and the Administrative Agent), and (iv) the L/C Issuers have no further obligation to issue Letters of Credit under the Credit Agreement, at which time the Collateral Agent shall return all Pledged Collateral to the Pledgors, Pledgors and execute and deliver to the Pledgors, at the Pledgors’ expense, all UCC termination statements, releases and similar documents that the Pledgors shall reasonably request to evidence such termination; provided, however, that the Credit Agreement, this Agreement, and the security interest 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 Credit Party upon the bankruptcy or reorganization of any Pledgor. Any execution and delivery of termination statements, releases or other documents pursuant to this Section 11.2(b) 12.2 shall be without recourse to, or warranty by, the Collateral Agent or any other Credit Party.

Termination; Release of Pledged Collateral. (a) Any Lien Encumbrance upon any Pledged Collateral will be released automatically if the Pledged Collateral constitutes property being sold, transferred or otherwise disposed of in a transaction as permitted by the Credit Loan Agreement or upon receipt by the Euro Term Lender of the proceeds thereof to the extent required by the Loan Agreement. Upon at least five (5) Business Days’ prior written request by any Pledgorthe Borrower, the Collateral Agent Lender shall execute such documents as may be necessary to evidence the release of the Liens Encumbrances upon any Pledged Collateral described in this Section 11.2 (a10.19(a); provided, however, that (i) the Collateral Agent Lender shall not be required to execute any such document on terms which, in its reasonable opinion, would, under applicable Applicable Law, expose the Collateral Agent Lender to liability or create any obligation or entail any adverse consequence other than the release of such Liens Encumbrances without recourse or warranty, and (ii) such release shall not in any manner discharge, affect or impair the Secured Obligations Liabilities or any Liens Encumbrances (other than those expressly being released) upon (or obligations of such Pledgor the Borrower in respect of) all interests retained by such Pledgorthe Borrower, including, without limitation, the Proceeds proceeds of any sale, all of which shall continue to constitute part of the Pledged Collateral. (b) Except for those provisions which expressly survive the termination thereof, this Agreement and the security interest granted herein shall automatically terminate when the principal of and interest on the Revolving Credit Loans and all of the Secured Obligations (fees and other than contingent indemnification obligations for which claims have not yet been asserted) Liabilities shall have been indefeasibly paid in full in cash or otherwise satisfiedfull, at which time the Collateral Agent Lender shall return all Pledged Collateral to the Pledgors, and execute and deliver to the PledgorsBorrower, at the Pledgors’ Borrower’s expense, all UCC termination statements, releases and similar documents that the Pledgors Borrower shall reasonably request to evidence such termination; provided, however, that the Loan Agreement, this Agreement, and the security interest granted herein shall be reinstated if at any time payment, or any part thereof, of any Secured Obligation of the Liabilities is rescinded or must otherwise be restored by any Credit Party the Lender upon the bankruptcy or reorganization of any Pledgorthe Borrower. Any execution and delivery of termination statements, releases or other documents pursuant to this Section 11.2(b) 10.9 shall be without recourse to, or warranty by, the Collateral Agent or any Credit PartyLender.

Termination; Release of Pledged Collateral. (a) Any Lien upon any Pledged Collateral will be released automatically if This Agreement shall create continuing security interests in the Pledged Collateral constitutes property being sold, transferred or otherwise disposed and shall remain in full force and effect for the benefit of in a transaction permitted by the Credit Agreement or Secured Parties until the Euro Term Loan AgreementRelease Date. Upon at least five (5) Business Days’ prior written request by any Pledgorthe happening of the Release Date, the security interests granted hereby shall terminate and the Collateral Agent shall execute such documents as may promptly cause to be necessary to evidence the release of the Liens upon assigned, transferred and delivered, against receipt but without any Pledged Collateral described in this Section 11.2 recourse, warranty or representation whatsoever (a); provided, however, that (i) the Collateral Agent shall not be required to execute any such document on terms which, in its reasonable opinion, would, under applicable Law, expose the Collateral Agent to liability or create any obligation or entail any adverse consequence other than the release absence of such Liens without recourse any continuing Lien arising by, through or warrantyunder the Collateral Agent), any remaining Pledged Collateral and (ii) such release shall not in any manner discharge, affect or impair the Secured Obligations or any Liens (other than those expressly being released) upon (or obligations of such Pledgor moneys received in respect of) all interests retained by such Pledgor, including, without limitation, the Proceeds of any sale, all of which shall continue to constitute part of the Pledged Collateral. (b) Except for those provisions which expressly survive , to or to the termination thereof, this Agreement and the security interest granted herein shall automatically terminate when all order of the Secured Obligations (other than contingent indemnification obligations for which claims have not yet been asserted) have been indefeasibly paid in full in cash or otherwise satisfied, at which time the Pledgor. The Collateral Agent shall return all Pledged Collateral to the Pledgors, and promptly execute and deliver to the PledgorsPledgor, at the Pledgors’ Pledgor’s expense, all UCC termination statements, releases and similar documents that such documentation as the Pledgors Pledgor shall reasonably request and prepare and otherwise acceptable to the Collateral Agent, without representation, recourse or warranty, to evidence such termination; provided, however, that termination or expiration and release the Liens created under this Agreement, including termination statement(s) for any financing statement on file with respect to the Pledged Collateral and any deliverables required to be provided to the security interest granted herein Collateral Agent pursuant to the Financing Documents. Notwithstanding the foregoing, this Agreement shall continue to be effective or be reinstated and relate back to such time as though this Agreement had always been in effect, as the case may be, if at any time payment, any amount received by the Collateral Agent or any part thereof, other Secured Party in respect of any Secured Obligation the Note Obligations is rescinded or must otherwise be restored or returned by any Credit Party upon the bankruptcy or reorganization of any Pledgor. Any execution and delivery of termination statements, releases or other documents pursuant to this Section 11.2(b) shall be without recourse to, or warranty by, the Collateral Agent or other Secured Party upon the insolvency, bankruptcy, dissolution, liquidation or reorganization of the Borrower or any Credit Partyother Person or upon the appointment of any intervenor or conservator of, or trustee or similar official for, the Borrower or any other Person or any substantial part of their properties, or otherwise, all as though such payments had not been made.

Termination; Release of Pledged Collateral. (a) 12.1 Any Lien upon any Pledged Collateral will be released automatically if the Pledged Collateral constitutes property being sold, transferred or otherwise disposed of in a transaction permitted Permitted Disposition upon receipt by the Collateral Agent of the Net Proceeds thereof to the extent required by the Credit Agreement or the Euro Term Loan Agreement. Upon at least five two (52) Business Days’ prior written request by any the Pledgor, the Collateral Agent shall execute such documents as may be necessary to evidence the release of the Liens upon any Pledged Collateral described in this Section 11.2 (a)12.1; provided, however, that (i) the Collateral Agent shall not be required to execute any such document on terms which, in its reasonable opinion, would, under applicable Law, expose the Collateral Agent to liability or create any obligation or entail any adverse consequence other than the release of such Liens without recourse or warranty, and (ii) such release shall not in any manner discharge, affect or impair the Secured Obligations or any Liens (other than those expressly being released) upon (or obligations of such the Pledgor in respect of) all interests retained by such the Pledgor, including, without limitation, the Proceeds of any sale, all of which shall continue to constitute part of the Pledged Collateral. (b) 12.2 Except for those provisions which expressly survive the termination thereof, this Agreement and the security interest granted herein shall automatically terminate when (i) the Commitments have expired or been terminated, (ii) all of the Secured Obligations (other than contingent indemnification obligations for which claims have not yet been asserted) have been indefeasibly paid in full in cash or otherwise satisfied, (iii) all L/C Obligations have been reduced to zero (or fully cash collateralized in a manner reasonably satisfactory to the L/C Issuer and the Administrative Agent), and (iv) the L/C Issuer has no further obligation to issue Letters of Credit under the Credit Agreement, at which time the Collateral Agent shall return all Pledged Collateral to the Pledgors, Pledgor and execute and deliver to the PledgorsPledgor, at the Pledgors’ Pledgor’s expense, all UCC termination statements, releases and similar documents that the Pledgors Pledgor shall reasonably request to evidence such termination; provided, however, that the Credit Agreement, this Agreement, and the security interest 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 Credit Party upon the bankruptcy or reorganization of any the Pledgor. Any execution and delivery of termination statements, releases or other documents pursuant to this Section 11.2(b) 12.2 shall be without recourse to, or warranty by, the Collateral Agent or any other Credit Party.

Termination; Release of Pledged Collateral. (a) 11.1 Any Lien upon any Pledged Collateral will be released automatically if the Pledged Collateral constitutes property being sold, transferred or otherwise disposed of in a transaction permitted Permitted Disposition upon receipt by the Credit Agreement or Collateral Agent of the Euro Term Net Proceeds thereof to the extent required by the Loan Agreement. Upon at least five two (52) Business Days’ prior written request by any the Pledgor, the Collateral Agent shall (at Pledgor’s sole cost and expense) execute such documents as may be necessary to evidence the release of the Liens upon any Pledged Collateral described in this Section 11.2 (a)11.1; provided, however, that (i) the Collateral Agent shall not be required to execute any such document on terms which, in its reasonable opinion, would, under applicable Law, expose the Collateral Agent to liability or create any obligation or entail any adverse consequence other than the release of such Liens without recourse or warranty, and (ii) such release shall not in any manner discharge, affect or impair the Secured Obligations or any Liens (other than those expressly being released) upon (or obligations of such the Pledgor in respect of) all interests retained by such the Pledgor, including, without limitation, the Proceeds of any sale, all of which shall continue to constitute part of the Pledged Collateral. (b) 11.2 Except for those provisions which expressly survive the termination thereof, this Agreement and the security interest and Liens granted herein shall automatically terminate when all of the Secured Obligations have been indefeasibly paid in full in cash (other than contingent indemnification obligations for which claims have not yet no claim has been asserted) have been indefeasibly paid in full in cash or otherwise satisfied), at which time the Collateral Agent shall return all Pledged Collateral to the PledgorsPledgor, and execute and deliver to the PledgorsPledgor, at the Pledgors’ Pledgor’s expense, all UCC termination statements, releases and similar documents that the Pledgors Pledgor shall reasonably request to evidence such termination; provided, however, that the Loan Agreement, this Agreement, and the security interest granted herein shall be immediately and automatically reinstated if at any time payment, or any part thereof, of any Secured Obligation is rescinded or must otherwise be restored by any Credit Party upon the bankruptcy or reorganization of any the Pledgor. Any execution and delivery of termination statements, releases or other documents pursuant to this Section 11.2(b) 11.2 shall be without recourse to, or warranty by, the Collateral Agent or any other Credit Party.