Common use of Release of Collateral and Guarantee Obligations; Subordination of Liens Clause in Contracts

Release of Collateral and Guarantee Obligations; Subordination of Liens. (a) Upon request of the Borrower in connection with any Disposition, transfer, sale or disposition permitted by the Loan Documents or permitted by the Required Lenders, the Administrative Agent shall, upon the request of the applicable Loan Party, take such actions as shall be reasonably required, at the Loan Parties’ sole expense, to release its security interest in any Collateral being Disposed, transferred, sold or disposed of in such Disposition, transfer, sale or disposition, and to release any Guaranty hereunder or under any Loan Document of any Person being Disposed, transferred, sold or disposed of in such Disposition, transfer, sale or disposition, in each case to the extent necessary to permit consummation of such Disposition, transfer, sale or disposition in accordance with the Loan Documents. Any representation, warranty or covenant contained in any Loan Document relating to any such property so Disposed, transferred, sold or disposed of (other than property Disposed of to the Borrower or any Loan Party) shall no longer be deemed to be repeated once such property is so Disposed, transferred, sold or disposed of.

Release of Collateral and Guarantee Obligations; Subordination of Liens. (a) Upon the reasonable request of the Borrower in connection with any Disposition, transfer, sale or disposition permitted by the Loan Documents or permitted by the Required LendersBorrower, the Administrative Agent shall, upon the request of the applicable Loan Party, take such actions as shall be reasonably required, at the Loan Parties’ sole expense, to release (i) its security interest in any Collateral being Disposedupon payment in full of all Obligations (other than contingent indemnification or reimbursement obligations for which no claim has been asserted), or (ii) (a) its security interest in any Collateral transferred, sold or disposed of to persons other than Loan Parties or Subsidiaries in Loan Parties in a transaction permitted under this Agreement or approved by the Required Lenders (or such Disposition, transfer, sale or dispositiongreater number of Lenders as may be required) pursuant to Section 11.01, and to release (b) any Guaranty hereunder or under any Loan Document of any Person being Disposed, if the ownership interests in such Guarantor are transferred, sold or disposed to persons other than Loan Parties or Subsidiaries of Loan Parties in such Disposition, transfer, sale or dispositiona transaction permitted under this Agreement, in each case to the extent necessary to permit consummation of such Disposition, transfer, sale or disposition in accordance with the Loan Documents. Any representation, warranty or covenant contained in any Loan Document relating to any such property so Disposed, transferred, sold or disposed of (other than property Disposed of to the Borrower or any Loan Party) shall no longer be deemed to be repeated once such property is so Disposed, transferred, sold or disposed of.

Release of Collateral and Guarantee Obligations; Subordination of Liens. (a) Upon Notwithstanding anything to the contrary contained herein or in any other Loan Document, upon request of the Borrower in connection with any Disposition, transfer, sale or disposition Disposition of Property permitted by the Loan Documents or permitted by the Required LendersDocuments, the Administrative Collateral Agent shallis hereby authorized by each Secured Party and shall (without notice to, upon the request or vote or consent of, any Lender, or any affiliate of the applicable Loan Party, any Lender that is a party to any contingent or indemnification obligations not then due) take such actions as shall may be reasonably required, at requested by the Loan Parties’ sole expense, Borrower and execute any documents or instruments to release its security interest in any Collateral being Disposed, transferred, sold or disposed Disposed of in such Disposition, transfer, sale or disposition, and to release any Guaranty hereunder or Guarantee Obligations under any Loan Document of any Person being Disposed, transferred, sold or disposed Disposed of in such Disposition, transfer, sale or disposition, in each case case, to the extent necessary to permit consummation of such Disposition, transfer, sale or disposition Disposition in accordance with the Loan Documents. In connection with any such request, the Borrower shall deliver to the Administrative Agent, at least five Business Days prior to the date of the proposed release (or such shorter period agreed to by the Administrative Agent), a written request for release identifying the relevant Collateral being Disposed of in such Disposition in reasonable detail together with a certification by the Borrower stating that such transaction is in compliance with this Agreement and the other Loan Documents and that the proceeds of such Disposition will be applied in accordance with this Agreement and the other Loan Documents. Any representation, warranty or covenant contained in any Loan Document relating to any such property Property so Disposed, transferred, sold or disposed Disposed of (other than property Property Disposed of to the Borrower or any Loan Partyof its Restricted Subsidiaries) shall no longer be deemed to be repeated once such property Property is so Disposed, transferred, sold or disposed Disposed of.