Common use of Release of Liens and Guarantees Clause in Contracts

Release of Liens and Guarantees. In the event that any Loan Party or other Subsidiary disposes of any asset in a transaction not prohibited by Section 6.05, the Agents are hereby directed and authorized to take such action and execute such documents as a Borrower may reasonably request, at such Borrower’s sole expense, to release any Lien on such asset created by any Loan Document and, if the asset disposed of is a portion of the Capital Stock of any Guarantor that is owned by the Loan Parties and the Subsidiaries that will result in such Guarantor ceasing to be a Subsidiary after giving effect to such disposition, to release any Guarantee of such Guarantor under any Guarantee Agreement. Any representation, warranty, covenant or condition contained in any Loan Document relating to any such Capital Stock, asset or Subsidiary shall no longer be deemed to be made or applicable once such Capital Stock or asset is disposed of as described above. In addition, the Administrative Agent and the Collateral Agent agree to take such actions as are reasonably requested by a Borrower and at such Borrower’s expense to terminate the Liens and security interests created by the Loan Documents when all the Obligations have been paid in full and all Letters of Credit and Commitments have been terminated or have expired.

Release of Liens and Guarantees. In the event that any Loan Party or other Subsidiary disposes of any asset (other than to GrafTech or a Subsidiary) in a transaction not prohibited by Section 6.05, the Agents are hereby directed and authorized to take such action and execute such documents as a Borrower may reasonably request, at such Borrower’s sole expense, to release any Lien on such asset created by any Loan Document and, if the asset disposed of is a portion of the Capital Stock of any Guarantor that is owned by the Loan Parties and the Subsidiaries that will result in such Guarantor ceasing to be a Subsidiary after giving effect to such disposition, to release any Guarantee of such Guarantor under any Guarantee Agreement. Any representation, warranty, covenant or condition contained in any Loan Document relating to any such Capital Stock, asset or Subsidiary shall no longer be deemed to be made or applicable once such Capital Stock or asset is disposed of as described above. In addition, the Administrative Agent and the Collateral Agent agree to take such actions as are reasonably requested by a Borrower and at such Borrower’s expense to terminate the Liens and security interests created by the Loan Documents when all the Obligations have been paid in full and all Letters of Credit and Commitments have been terminated or have expired.

Release of Liens and Guarantees. In the event that any Loan Party conveys, sells, leases, assigns, transfers or other Subsidiary disposes otherwise Disposes of all or any portion of any asset of the Capital Stock or assets of any Loan Party to a person that is not (and is not required to become) a Loan Party in a transaction not prohibited by Section 6.05Sections 6.5 and 6.8, the Agents are Administrative Agent shall promptly (and the Lenders hereby directed and authorized to authorize the Administrative Agent to) take such action and execute any such documents as a may be reasonably requested by Holdings or the Borrower may reasonably request, and at such the Borrower’s sole expense, expense to release any Lien on such asset Liens created by any Loan Document in respect of such Capital Stock or assets, and, if in the asset disposed case of is a portion of disposition assets or the Capital Stock of any Guarantor that is owned Loan Party in a transaction permitted by the Section 6.5 and as a result of which such Loan Parties and the Subsidiaries that will result in such Guarantor ceasing Party would cease to be a Subsidiary after giving effect to or would become an Excluded Subsidiary, terminate such disposition, to release any Loan Party’s obligations under its Guarantee Obligation in respect of such Guarantor under any Guarantee Agreementthe Obligations. Any representation, warranty, warranty or covenant or condition contained in any Loan Document relating to any such Capital Stock, asset or Subsidiary subsidiary of any Loan Party shall no longer be deemed to be made or applicable once such Capital Stock or asset is so conveyed, sold, leased, assigned, transferred or disposed of as described aboveof. In addition, the Administrative Agent and the Collateral Agent agree to take such actions as are reasonably requested by a Borrower and at such Borrower’s expense to terminate the Liens and security interests created by the Loan Documents when all the Obligations have been paid in full and all Letters of Credit and Commitments have been terminated or have expired.107

Release of Liens and Guarantees. In the event that any Loan Party or other Subsidiary disposes of any asset in a transaction not prohibited by Section 6.057.05, the Agents are hereby directed and authorized to take such action and execute such documents as a Borrower may reasonably request, at such Borrower’s sole expense, to release any Lien on such asset created by any Loan Document and, if the asset disposed of is a portion of the Capital Stock of any Guarantor that is owned by the Loan Parties and the Subsidiaries that will result in such Guarantor ceasing to be a Subsidiary after giving effect to such disposition, to release any Guarantee of such Guarantor under any Guarantee Agreement. Any representation, warranty, covenant or condition contained in any Loan Document relating to any such Capital Stock, asset or Subsidiary shall no longer be deemed to be made or applicable once such Capital Stock or asset is disposed of as described above. In addition, the Administrative Agent and the Collateral Agent agree to take such actions as are reasonably requested by a Borrower and at such Borrower’s expense to terminate the Liens and security interests created by the Loan Documents when all the Obligations have been paid in full and all Letters of Credit and Commitments have been terminated or have expired.

Release of Liens and Guarantees. In the event that UCAR, the Borrower or any Loan Party Subsidiary conveys, sells, leases, assigns, transfers or other Subsidiary otherwise disposes of all or any asset portion of any of the Capital Stock, assets or property of UCAR, the Borrower or any of the Subsidiaries in a transaction not prohibited by Section 6.05, the Agents are Administrative Agent and the Collateral Agent shall promptly (and the Lenders hereby directed authorize the Administrative Agent and authorized to the Collateral Agent to) take such action and execute any such documents as a may be reasonably requested by the Borrower may reasonably request, and at such the Borrower’s sole expense, 's expense to release any Lien on such asset Liens created by any Loan Document and, if the asset disposed in respect of is a portion of the Capital Stock of any Guarantor that is owned by the Loan Parties and the Subsidiaries that will result in such Guarantor ceasing to be a Subsidiary after giving effect to such disposition, to release any Guarantee of such Guarantor under any Guarantee Agreement. Any representation, warranty, covenant or condition contained in any Loan Document relating to any such Capital Stock, asset assets or Subsidiary shall no longer be deemed to be made property, and, in the case of a disposition of all or applicable once such substantially all the Capital Stock or asset assets of any Subsidiary Guarantor, terminate such Subsidiary Guarantor's obligations under any Guarantee Agreements to which it is disposed of as described abovea party. In addition, the Administrative Agent and the Collateral Agent agree to take such actions as are reasonably requested by a the Borrower and at such the Borrower’s 's expense to terminate the Liens and security interests created by the Loan Documents when all the Obligations have been are paid in full and all Letters of Credit and Commitments have been terminated are terminated. Any representation, warranty or have expiredcovenant contained in any Loan Document relating to any such 110 Capital Stock, assets, property or Subsidiary shall no longer be deemed to be made once such Capital Stock, assets or property is conveyed, sold, leased, assigned, transferred or disposed of.

Release of Liens and Guarantees. In the event that any Loan Party or other Subsidiary disposes of any asset in a transaction not prohibited by Section 6.057.05, the Agents are hereby directed and authorized to take such action and execute such documents as a the Borrower may reasonably request, at such the Borrower’s sole expense, to release any Lien on such asset created by any Loan Document and, if the asset disposed of is a portion of the Capital Stock of any Guarantor or CFC Guarantor that is owned by the Loan Parties and the Subsidiaries that will result in such Guarantor or CFC Guarantor ceasing to be a Subsidiary after giving effect to such disposition, to release any Guarantee of such Guarantor or CFC Guarantor under any Guarantee Agreement. Any representation, warranty, covenant or condition contained in any Loan Document relating to any such Capital Stock, asset or Subsidiary shall no longer be deemed to be made or applicable once such Capital Stock or asset is disposed of as described above. In addition, the Administrative Agent and the Collateral Agent agree to take such actions as are reasonably requested by a the Borrower and at such the Borrower’s expense to terminate the Liens and security interests created by the Loan Documents when all the Obligations have been paid in full and all Letters of Credit and Commitments have been terminated or have expired.