Release or Subordination of Collateral Sample Clauses

Release or Subordination of Collateral. (a) Subject to subsections (b), (c) and (d) of this Section 10.3, in the event that any Collateral is sold, transferred or otherwise disposed of in accordance with Section 3.12, Section 3.14(b), or other transaction permitted by this Indenture (including, without limitation, an Excepted Sale) or by the Security Documents, or otherwise pursuant to and in accordance with the Intercreditor Agreement if then in effect, the Collateral shall, concurrently with the disposition of such Collateral, automatically be released from the Lien of the relevant Security Documents, in accordance with the provisions of the Security Documents and Intercreditor Agreement if then in effect. Subject to subsections (b), (c) and (d) of this Section 10.3, the Collateral shall be released from the Lien and security interest created by the Security Documents at any time or from time to time upon satisfaction and discharge of the obligations of the Issuer under this Indenture pursuant to Article IX and in accordance with the provisions hereof and the Security Documents. Upon the request of the Issuer pursuant to an Opinion of Counsel and an Officer's Certificate certifying that all conditions precedent to such release hereunder and under the Security Documents have been met, the Trustee shall or shall cause the Collateral Agent to, as applicable, release Collateral. Upon receipt of such Officer's Certificate, the Trustee shall or shall cause the Collateral Agent to (at the sole cost and expense of the Issuer) execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to evidence the release of any Collateral permitted to be released pursuant to this Indenture or the Security Documents.
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Release or Subordination of Collateral. (a) Collateral consisting of (i) Net Proceeds of any Disposition which, together with the aggregate Net Proceeds of all other Dispositions of Collateral within the preceding twelve (12) months, do not exceed $1,000,000, and the proceeds of any other Disposition with the consent of the Requisite Parties, and (ii) the Net Proceeds of any Casualty Event which, taken together with the aggregate Net Proceeds of all other Casualty Events with respect to Collateral within the preceding twelve (12) months, do not exceed $5,000,000, shall, unless, in either case, a party hereto has notified the Collateral Agent that a Default or an Event of Default has occurred and is continuing or would occur after giving effect thereto, be released to the Company or Guarantor that owned the Collateral, as the case may be, subject to the provisions of the next sentence. The Collateral Agent is hereby authorized to release such Collateral and to provide such discharge, release and termination statements with respect to such Released Collateral upon receipt of a certificate of the chief financial officer or any vice president of the Company to the effect that no Default or Event of Default exists or would result therefrom and that such release is permitted under this (S)4.9(a), and that, with respect to Net Proceeds of Casualty Events, the Company intends to use such Net Proceeds to repair or replace the Collateral that was the subject of the Casualty Event.
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Release or Subordination of Collateral. Release of Guarantor. (a) Upon the sale, lease, transfer or other disposition or release of any item of Collateral or the incurrence of Liens permitted under Section 5.02 (a)(iv) or 5.02(a)(v) (including as a result of the sale, in accordance with the terms of the Loan Documents, of the Loan Party that owns such Collateral and as a result of the designation by any Loan Party after the Effective Date of any of its Subsidiaries as a Non-Recourse Subsidiary) in accordance with the terms of the Loan Documents, the Administrative Agent will authorize the Collateral Agent to release its Lien on and security interest in such Collateral (and release the guaranty by a Loan Party, if applicable) or subordinate its Lien in case of Liens permitted as referred to above, and, at the Borrowers' expense, execute and deliver to such Loan Party such documents as such Loan Party may reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted under the Collateral Documents or release of such Loan Party from its obligation under the Guaranty, or subordinate the Lien of the Collateral Agent on such item of Collateral to such permitted Lien in accordance with the terms of the Loan Documents.
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Related to Release or Subordination of Collateral

  • Condition of Collateral Secured Party has no obligation to repair, clean-up or otherwise prepare the Collateral for sale.

  • Retention of Collateral In addition to the rights and remedies hereunder, the Administrative Agent may, in compliance with Sections 9-620 and 9-621 of the UCC or otherwise complying with the requirements of applicable Law of the relevant jurisdiction, accept or retain the Collateral in satisfaction of the Secured Obligations. Unless and until the Administrative Agent shall have provided such notices, however, the Administrative Agent shall not be deemed to have retained any Collateral in satisfaction of any Secured Obligations for any reason.

  • Termination of Security Interests; Release of Collateral Upon payment in full of all Secured Obligations, the Security Interests shall terminate and all rights to the Collateral shall revert to Debtor. Upon such termination of the Security Interest or release of any Collateral, the Secured Party will, at the expense of Debtor, execute and deliver to Debtor such documents as Debtor shall reasonably request to evidence the termination of the Security Interest or the release of such Collateral, as the case may be.

  • Location of Collateral All tangible items of Collateral, other than Inventory in transit, shall at all times be kept by Borrowers at the business locations set forth in Schedule 8.6.1, except that Borrowers may (a) make sales or other dispositions of Collateral in accordance with Section 10.2.6; and (b) move Collateral to another location in the United States, upon 30 Business Days prior written notice to Agent.

  • Disposition of Collateral Such Grantor will not sell, lease or otherwise dispose of the Collateral owned by it except for dispositions specifically permitted pursuant to Section 6.05 of the Credit Agreement.

  • Release of Collateral Subject to Section 11.01 and the terms of the Basic Documents, the Indenture Trustee shall release property from the lien of this Indenture only upon receipt by it of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel and Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) or an Opinion of Counsel in lieu of such Independent Certificates to the effect that the TIA does not require any such Independent Certificates.

  • Application of Collateral The proceeds of any sale, or other realization (other than that received from a sale or other realization permitted by the Credit Agreement) upon all or any part of the Collateral pledged by any Grantor shall be applied by the Administrative Agent as set forth in Section 7.6 of the Credit Agreement.

  • Protection of Collateral All expenses of protecting, storing, warehousing, insuring, handling, maintaining and shipping any Collateral, all Taxes payable with respect to any Collateral (including any sale thereof), and all other payments required to be made by Agent to any Person to realize upon any Collateral, shall be borne and paid by Borrowers. Agent shall not be liable or responsible in any way for the safekeeping of any Collateral, for any loss or damage thereto (except for reasonable care in its custody while Collateral is in Agent’s actual possession), for any diminution in the value thereof, or for any act or default of any warehouseman, carrier, forwarding agency or other Person whatsoever, but the same shall be at Borrowers’ sole risk.

  • Valuation of Collateral Securities Intermediary shall provide view only access to its systems to Secured Party for the purpose of communicating data as to the Reserve Account as of that date.

  • Preservation of Collateral Following the occurrence of a Default or Event of Default, in addition to the rights and remedies set forth in Section 11.1 hereof, Agent: (a) may at any time take such steps as Agent deems necessary to protect Agent’s interest in and to preserve the Collateral, including the hiring of such security guards or the placing of other security protection measures as Agent may deem appropriate; (b) may employ and maintain at any of any Borrower’s premises a custodian who shall have full authority to do all acts necessary to protect Agent’s interests in the Collateral; (c) may lease warehouse facilities to which Agent may move all or part of the Collateral; (d) may use any Borrower’s owned or leased lifts, hoists, trucks and other facilities or equipment for handling or removing the Collateral; and (e) shall have, and is hereby granted, a right of ingress and egress to the places where the Collateral is located, and may proceed over and through any of Borrowers’ owned or leased property. Each Borrower shall cooperate fully with all of Agent’s efforts to preserve the Collateral and will take such actions to preserve the Collateral as Agent may direct. All of Agent’s expenses of preserving the Collateral, including any expenses relating to the bonding of a custodian, shall be charged to Borrowers’ Account as a Revolving Advance maintained as a Domestic Rate Loan and added to the Obligations.

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