Release of Subsidiary Guarantor. Upon (a) the sale or other disposition (including by way of consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, (b) the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (in each case other than a sale or disposition to the Company or an Affiliate of the Company), such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 4 contracts
Samples: Indenture (Denbury Resources Inc), Indenture (Encore Acquisition Co), Indenture (Encore Acquisition Co)
Release of Subsidiary Guarantor. Upon (a) Upon the sale or other disposition (including by way of consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, (b) Guarantor or the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (in each case other than a sale or disposition to the Company or an Affiliate of the CompanyCompany and as permitted by this Indenture and if in connection therewith the Company provides an Officers' Certificate to the Trustee to the effect that the Company will comply with its obligations under Section 4.06), such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 3 contracts
Samples: Indenture (International Wire Group Inc), Indenture (International Wire Group Inc), International Wire Rome Operations, Inc.
Release of Subsidiary Guarantor. Upon (ai) the sale (including any sale upon a foreclosure or exercise of security interests) or other disposition (including by way of consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, Guarantor or (bii) the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor or in accordance with the provisions of this Indenture and, in the case of (ci) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary and (in each case ii) above, other than a sale or disposition to the Company or an Affiliate of the Company), such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 2 contracts
Samples: Indenture (Wt Holding Company, Inc), Indenture (Wolverine Tube Inc)
Release of Subsidiary Guarantor. Upon (ai) the sale (including any sale upon a foreclosure or exercise of security interests) or other disposition (including by way of consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, (bii) the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor or (c) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (Subsidiary, in each case in accordance with the provisions of this Indenture and, in the case of (i) and (ii) above, other than a sale or disposition to the Company or an Affiliate of the Company), such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 2 contracts
Samples: Indenture (Wolverine Tube Inc), Indenture (Wolverine Tube Inc)
Release of Subsidiary Guarantor. Upon (a) the sale or other disposition (including by way of 121 consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, (b) the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (in each case other than a sale or disposition to the Company or an Affiliate of the Company), such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 11 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 1 contract
Samples: Encore Acquisition Co
Release of Subsidiary Guarantor. Upon (a) the sale or other disposition (including by way of consolidation or merger) of all of the Capital Stock of such a Subsidiary Guarantor, (b) the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor (in each case other than to the Issuers or (ca Subsidiary Guarantor) or the designation of such a Subsidiary Guarantor as an Unrestricted Subsidiary (in each case other than a sale or disposition to the Company or an Affiliate of the Company)in compliance with this Indenture, such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Trustee or any Holder. At the request of the CompanyIssuers, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 1 contract
Samples: Chiles Magellan LLC
Release of Subsidiary Guarantor. Upon (a) the sale or other disposition (including by way of consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, (b) the sale or disposition of all or substantially all the assets of such a Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (Subsidiary, in each case in accordance with the provisions of this Indenture and, in the case of clauses (a) and (b) above, other than a sale or disposition to the Company or an Affiliate of the Company), such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 1 contract
Samples: Mothers Work Inc
Release of Subsidiary Guarantor. Upon (a) the sale or other disposition (including by way of consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, (b) Guarantor or the sale or disposition of all or substantially all the assets of such a Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (in each case other than a sale or disposition to the Company or an Affiliate of the Company), such Subsidiary Guarantor shall be deemed released and relieved from all its obligations under this Article 10 without any further action required on its Subsidiary Guarantee; provided that such sale or disposition shall constitute an Asset Disposition under, and the part of the Trustee Net Available Cash from such sale or any Holderdisposition shall be applied in accordance with, Section 4.6. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 1 contract
Samples: Friendly Ice Cream Corp
Release of Subsidiary Guarantor. Upon (a) the sale or other disposition (including by way of consolidation or merger) of all of the Capital Stock of such a Subsidiary Guarantor, (b) the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (in each case other than a sale or disposition to the Company or an Affiliate of the Company)) or the designation of a Subsidiary Guarantor as an Unrestricted Subsidiary in compliance with this Indenture, such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 11 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 1 contract
Samples: Bekins Co /New/
Release of Subsidiary Guarantor. Upon (a) the sale or other disposition (including of all of the assets of any Subsidiary Guarantor, by way of merger, consolidation or merger) otherwise, or a sale or other disposition of all of the Capital Stock of a such Subsidiary Guarantor, (b) the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (in each case other than a sale or disposition to in accordance with the Company or an Affiliate terms of the Company)Section 10.10, such Subsidiary Guarantor (in the event of a sale or other disposition, by way of such a merger, consolidation or otherwise of all the Capital Stock of such Subsidiary Guarantor) shall be deemed automatically released from all its obligations under this Article 10 Indenture and the Subsidiary Guarantee without any further action required on the part of the Trustee or any Holderthe Securityholders. At the request The Trustee shall receive written notice of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing release of any Subsidiary Guarantor if such releaserelease is effected other than under Section 10.10.
Appears in 1 contract
Release of Subsidiary Guarantor. Upon (a) the sale or other disposition (including by way of consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, (b) the sale or disposition of all or substantially all the assets of such a Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (Subsidiary, in each case in accordance with the provisions of this Indenture and, in the case of clauses (a) and (b) above, other than a sale or disposition to the Company or an Affiliate of the Company), such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.. ARTICLE 11
Appears in 1 contract
Samples: Especialty Brands LLC
Release of Subsidiary Guarantor. Upon (ai) the sale or other disposition (including by way of consolidation or merger) of all of the Capital Stock of a Subsidiary Guarantor, (b) Guarantor or the sale or disposition of all or substantially all the assets of such Subsidiary Guarantor or (c) the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary (in each case other than a sale or disposition to the Company or an Affiliate of the Company)) or (ii) upon the designation of such Subsidiary Guarantor as an Unrestricted Subsidiary, such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 11 without any further action required on the part of the Trustee or any Holder. At the request of the Company, the Trustee shall execute and deliver an appropriate instrument evidencing such release.
Appears in 1 contract
Samples: Amis Holdings Inc