Common use of Release of Subsidiary Guarantors from Guarantee Clause in Contracts

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in this Section 10.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article X shall be unconditionally released and discharged automatically upon (i) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (ii) the merger of such Subsidiary Guarantor into the Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture).

Appears in 4 contracts

Samples: Indenture (Energy Transfer Partners, L.P.), Indenture (Energy Transfer LP), Energy Transfer LP

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Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in Section 11.02(b) and in this Section 10.0414.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, any the Guarantee incurred by a Subsidiary Guarantor pursuant to this Article X XIV shall be unconditionally released and discharged automatically upon (i) automatically upon any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s direct or indirect limited partnership or other equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (ii) upon the merger Issuers’ delivery of a written notice to the Trustee of the release or discharge of all guarantees by such Subsidiary Guarantor into of any Debt of the Partnership Issuers other than obligations arising under this Indenture and any Debt Securities issued hereunder, except a discharge or any other Subsidiary Guarantor release by or the liquidation and dissolution as a result of payment under such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture)guarantees.

Appears in 2 contracts

Samples: Indenture (Eagle Rock Mid-Continent Holding, LLC), Indenture (USAC Leasing 2, LLC)

Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in this Section 10.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article X shall be unconditionally released and discharged automatically upon (i) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the Partnership, of all of the Partnership’s 's direct or indirect equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (ii) the merger of such Subsidiary Guarantor into the Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture).

Appears in 1 contract

Samples: Energy Transfer Partners, L.P.

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Release of Subsidiary Guarantors from Guarantee. (a) Notwithstanding any other provisions of this Indenture, the Guarantee of any Subsidiary Guarantor may be released upon the terms and subject to the conditions set forth in this Section 10.0411.04. Provided that no Default shall have occurred and shall be continuing under this Indenture, any Guarantee incurred by a Subsidiary Guarantor pursuant to this Article X XI shall be unconditionally released and discharged (i) automatically upon (iA) any sale, exchange or transfer, whether by way of merger or otherwise, to any Person that is not an Affiliate of the PartnershipCompany, of all of the Partnership’s Company's direct or indirect equity interests in such Subsidiary Guarantor (provided such sale, exchange or transfer is not prohibited by this Indenture) or (ii) the merger of such Subsidiary Guarantor into the Partnership or any other Subsidiary Guarantor or the liquidation and dissolution of such Subsidiary Guarantor (in each case to the extent not prohibited by this Indenture).or

Appears in 1 contract

Samples: Indenture (Westlake International CORP)

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