Release of Loan Guarantors. Notwithstanding anything in Section 9.02(b) to the contrary, a Subsidiary Guarantor shall automatically be released from its obligations hereunder and its Loan Guaranty shall be automatically released (a) upon the consummation of any transaction permitted hereunder if as a result thereof such Subsidiary Guarantor shall cease to be a Subsidiary (or becomes an Excluded Subsidiary) or (b) upon the occurrence of the Termination Date. In connection with any such release, the Administrative Agent shall promptly execute and deliver to such Subsidiary Guarantor, at such Subsidiary Guarantor’s expense, all documents that such Subsidiary Guarantor shall reasonably request to evidence termination or release; provided that (i) no such release under clause (a) hereof shall occur solely because a Subsidiary Guarantor has become an Immaterial Subsidiary or a non-Wholly-Owned Subsidiary unless the Borrower Representative so elects and notifies the Administrative Agent in writing and (ii) to the extent any Subsidiary became a Subsidiary Guarantor in order to consummate a merger, consolidation or amalgamation permitted under Section 6.06(a)(ii)(x), any such release under clause (a) hereof shall constitute an Investment as if such merger, consolidation or amalgamation had been consummated pursuant to Section 6.06(a)(ii)(y) as of the date of such release. Any execution and delivery of documents pursuant to the preceding sentence of this Section 10.12 shall be without recourse to or warranty by the Administrative Agent.
Release of Loan Guarantors. A Subsidiary Guarantor shall automatically be released from its obligations hereunder and its ABL Guaranty shall be automatically released in the circumstances described in Article 8 and Section 9.23 of the ABL Credit Agreement. In connection with any such release, the Administrative Agent shall promptly execute and deliver to any Loan Guarantor, at such Loan Guarantor’s expense, all documents that such Loan Guarantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to the preceding sentence of this Section 3.14 shall be without recourse to or warranty by the Administrative Agent (other than as to the Administrative Agent’s authority to execute and deliver such documents).
Release of Loan Guarantors. (a) A Loan Guarantor shall automatically be released from its obligations under the Loan Guaranty upon the consummation of any transaction permitted by this Agreement as a result of which such Loan Guarantor ceases to be a Subsidiary; provided that, if so required by this Agreement, the Required Lenders shall have consented to such transaction and the terms of such consent shall not have provided otherwise. In connection with any termination or release pursuant to this Section, the Administrative Agent shall (and is hereby irrevocably authorized by each Lender to) execute and deliver to any Loan Party, at such Loan Party’s expense, all documents that such Loan Party shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Section shall be without recourse to or warranty by the Administrative Agent.
Release of Loan Guarantors. A Subsidiary Party shall automatically be released from its obligations hereunder and its Loan Guaranty shall be automatically released in the circumstances described in Article 8 and Section 9.22
Release of Loan Guarantors. Notwithstanding anything inSection 9.02(b) to the contrary (i) a Subsidiary Guarantor shall automatically be released from itsobligations hereunder and its Loan Guaranty shall be automatically released upon the consummation ofany transaction permitted hereunder as a result of which such Subsidiary Guarantor ceases to be aDomestic Subsidiary of the Borrower and (ii) so long as no Event of Default has occurred and iscontinuing (A) a Restricted Subsidiary is designated as an Unrestricted Subsidiary in accordance withSection 6.07, (B) a Restricted Subsidiary is designated as a Receivables Subsidiary in connection with aReceivables Facility otherwise permitted hereunder and such Restricted Subsidiary owns no assets orengages in no activities other than such assets or activities which are the subject of such ReceivablesFacility or (C) a Loan Guarantor ceases to be a Wholly-Owned Subsidiary as a result of a transactionpermitted by this Agreement, then in the case of each of clauses (A), (B) and (C), such SubsidiaryGuarantor shall be automatically released from its obligations hereunder and its Loan Guaranty shall beautomatically released upon notification thereof from the Borrower to the Agent. In connection with anysuch release, the Agent shall execute and deliver to any Subsidiary Guarantor, at such SubsidiaryGuarantor’s expense, all documents that such Subsidiary Guarantor shall reasonably request to evidencesuch termination or release. Any execution and delivery of documents pursuant to the precedingsentence of this Section 10.12 shall be without recourse to or warranty by the Agent.[Signature pages followSIGNATURE PAGES INTENTIONALLY OMITTED]-136- Exhibit B Form of Borrowing Request [See attached.] EXHIBIT E [FORM OF] BORROWING REQUEST XXXXXXX XXXXX LENDING PARTNERS LLC as Agent for the Lenders referred to below, [ ] [ ] Attention: [ ] [Date]1 Ladies and Gentlemen: Reference is made to the Credit Agreement dated as of June 30, 2017 (as may be amended, supplemented or otherwise modified from time to time) among CLEAN HARBORS, INC., a Massachusetts corporation (the “Borrower”), each Subsidiary of the Borrower that, from time to time, becomes a party thereto, the Lenders from time to time party thereto, and XXXXXXX XXXXX LENDING PARTNERS LLC, as administrative agent for the Lenders and collateral agent for the Secured Parties thereunder (in such capacities, together with its successors and assigns in such capacities, the “Agent”) and the other parties thereto f...
Release of Loan Guarantors. Notwithstanding anything in Section 9.02(b) to the contrary a Subsidiary Guarantor shall automatically be released from its obligations hereunder and its Loan Guaranty shall be automatically released upon the consummation of any transaction permitted hereunder if as a result thereof such Subsidiary Guarantor is no longer required to be a Subsidiary Guarantor. In connection with any such release, the Agents shall execute and deliver to any Subsidiary Guarantor, at such Subsidiary Guarantor’s expense, all documents that such Subsidiary Guarantor shall reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to the preceding sentence of this Section 10.12 shall be without recourse to or warranty by the Agents.
Release of Loan Guarantors. A Subsidiary Guarantor shall automatically be released from its obligations hereunder and its Second Lien Loan Guaranty shall be automatically released in the circumstances described in Article 8 and Section 9.22
Release of Loan Guarantors. Notwithstanding anything in Section 9.02(b) to the contrary, a Subsidiary Guarantor shall automatically be released from its obligations hereunder and its Loan Guaranty shall be automatically released (a) upon the consummation of any transaction permitted hereunder if as a result thereof such Subsidiary Guarantor shall cease to be a Subsidiary (or becomes an Excluded Subsidiary of the type described in clause (b) of the definition thereof) or (b) upon the occurrence of the Termination Date. In connection with any such release, the Administrative Agent shall promptly execute and deliver to any Loan Guarantor, at such Loan Guarantor’s expense, all documents that such Loan Guarantor shall reasonably request to evidence termination or release. Any execution and delivery of documents pursuant to the preceding sentence of this Section 10.13 shall be without recourse to or warranty by the Administrative Agent (other than to the Administrative Agent’s authority to deliver such documents).
Release of Loan Guarantors. This Loan Guaranty shall continue in effect until the Termination Date, and this Loan Guaranty shall be automatically terminated and each relevant Loan Guarantor hereunder shall be automatically released from its obligations hereunder in the circumstances described in Article 8 and Section 9.21 of the Credit Agreement at that time. Prior to the Termination Date, a Loan Guarantor shall only be released from its obligations hereunder to the extent such release is permitted by Article 8 and Section 9.21 of the Credit Agreement; provided that, upon the request of the Administrative Agent, the Borrower delivers to the Administrative Agent a certificate of a Responsible Officer certifying that such release is permitted pursuant to Article 8 and Section 9.21 of the Credit Agreement (it being understood that the Administrative Agent shall be entitled to rely on such certificate in releasing such Loan Guarantor). In connection with any such termination and release, the Administrative Agent shall promptly execute and deliver to any Loan Guarantor, at such Loan Guarantor’s expense, all documents that such Loan Guarantor shall reasonably request to evidence such termination and release. Any execution and delivery of documents pursuant to the preceding sentence of this Section 3.14 shall be without recourse to or warranty by the Administrative Agent (other than as to the Administrative Agent’s authority to execute and deliver such documents). The Administrative Agent shall have no liability whatsoever to any Secured Party as a result of any release of any Loan Guarantor by it as permitted (or which the Administrative Agent in good faith believes to be permitted; it being acknowledged and agreed that the Administrative Agent shall be entitled to rely on a certificate of a Responsible Officer of the Borrower or any other Loan Guarantor in making such determination) by this Section 3.14.
Release of Loan Guarantors. Notwithstanding anything in Section 9.02(b) to the contrary a Loan Guarantor that is a Subsidiary shall automatically be released from its obligations hereunder and its Loan Guaranty shall be automatically released (a) upon the consummation of any transaction permitted hereunder if as a result thereof such Loan Guarantor would no longer be required to provide a guarantee of the 156 Obligations pursuant to Section 5.12 or (b) upon the termination of the Commitments, payment and satisfaction in full in cash of all Secured Obligations (other than Unliquidated Obligations), the termination, expiration or, to the extent effected in a manner reasonably acceptable to the relevant Issuing Banks or as otherwise provided for herein, cash collateralization or back-stopping of all outstanding Letters of Credit. In connection with any such release, the Administrative Agent shall promptly execute and deliver to any Loan Guarantor that is a Subsidiary, at such Loan Guarantor’s expense, all documents that such Loan Guarantor shall reasonably request to evidence termination or release. Any execution and delivery of documents pursuant to the preceding sentence of this Section 10.12 shall be without recourse to or warranty by the Administrative Agent. 157
