Common use of Release; Termination Clause in Contracts

Release; Termination. (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit Agreement, the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release (with a reasonably detailed description of the related sale, transfer or disposition), together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release is in compliance with the Loan Documents. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the pledge and security interests granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination.

Release; Termination. The pledge and security interest granted hereby shall automatically terminate, the Liens on the Collateral granted under the Loan Documents will automatically be released (ai) Upon in whole, upon payment in full of the Secured Obligations or upon the Collateral Release Date, (ii) as to any saleproperty constituting Collateral that is sold, transfer leased, transferred or other disposition otherwise disposed of any item of Collateral of any Grantor permitted by, and by a Pledgor in accordance with, with the terms of the Loan Documents to a Person Documents, including by way of merger, consolidation or dissolution that is not permitted under the Loan Agreement, (iii) with respect to any Collateral that is owned by a Pledgor that is released from its Guarantee pursuant to the Loan Party or in connection Agreement, and (iv) with any other release the consent of the Liens on the Collateral provided for in Section 9.11 of Lenders or Requisite Lenders, as applicable, pursuant to the Credit Agreement, the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release (with a reasonably detailed description of the related sale, transfer or disposition), together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agentin each case, a certificate of such Grantor to the effect that the release is in compliance with the Loan Documents. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the pledge and security interests granted hereby shall automatically terminate and all rights to the applicable Collateral shall revert to the applicable GrantorPledgor. Upon Notwithstanding any such terminationprovision to the contrary herein, as and when requested by any Pledgor, the Collateral Agent willshall, at the applicable GrantorPledgor’s expensecost, (y) execute and deliver UCC financing statement amendments or releases that remove the released Collateral from any previously filed financing statements that included such released Collateral in the description of the assets covered thereby and (z) deliver to such Grantor Pledgor any such documents released Collateral in the Collateral Agent’s possession following the release of such Collateral. If requested in writing by a Pledgor, the Administrative Agent shall, at the Pledgor’s cost, promptly execute and deliver such other documents, instruments or statements and to take such other action as such Grantor shall Pledgor may reasonably request to evidence such terminationor confirm that the Collateral is released in accordance with this Section 19 has been released from the Liens of each of the Loan Documents.

Release; Termination. (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit Agreement, the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release (with a reasonably detailed description of the related sale, transfer or disposition), together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release is in compliance with the Loan Documents. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)Obligations, the pledge and security interests interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such terminationtermination provided that (i) the Collateral Agent has received written instructions from the Required Lenders notifying the Collateral Agent that all Secured Obligations have been paid in full in cash and directing Collateral Agent to so execute and deliver such documents (which instructions the Collateral Agent shall be entitled to rely on conclusively) and (ii) such documents are in form and substance reasonably satisfactory to Collateral Agent. (b) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor (other than sales of inventory in the ordinary course of business, which Liens will be deemed to be released automatically in connection with such sale with no further action required by the Collateral Agent), the Collateral Agent will, upon receipt of written instructions from the Required Lenders and at such Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby provided that such documents are in form and substance reasonably satisfactory to Collateral Agent.

Release; Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, with the terms of the Loan Documents to a Person that is not a Loan Party or (other than sales of Inventory in connection with any other release the ordinary course of business), the Liens on the security interest in such Collateral provided for in Section 9.11 of the Credit Agreementshall automatically terminate and, as promptly as practicable, the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release no Default shall have occurred and be continuing, (ii) such Grantor shall have delivered to the Collateral Agent Agent, at least five Business Days prior to the date of the proposed release, a written request for release (with a reasonably detailed description describing the item of the related sale, transfer or disposition)Collateral, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, and a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan DocumentsDocuments and as to such other matters as the Collateral Agent may reasonably request. (b) Upon the termination latest of the Aggregate Commitments and (i) the payment in full in cash of the Secured Obligations under the Credit Agreement (other than contingent obligations), (Aii) contingent indemnification obligations as to which no claim has been asserted the Termination Date and (Biii) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination termination, expiration, cash collateralization or expiration provision of other credit support satisfactory to the Issuing Bank of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)Credit, the pledge and security interests interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination.

Release; Termination. (a) Upon any sale, transfer or other disposition of any item of Collateral of by any Grantor that is permitted by, and in accordance with, under the terms of the Loan Documents to a Person that Securities Purchase Agreement and the Notes and is not a Loan Party otherwise prohibited under the Securities Purchase Agreement or the Notes, the security interests granted under this Agreement by such Grantor in connection with any other release of the Liens on such Collateral shall terminate and be released. The Company shall provide the Collateral provided for Agent of a written certification that such release has occurred in Section 9.11 of accordance with such provisions (which written certification the Credit AgreementCollateral Agent shall be entitled to rely conclusively without further inquiry), and the Collateral Agent will at the Grantor’s request and expense deliver to such Grantor all notes and other instruments representing any Pledged Debt, Receivables or other Collateral so released, and Collateral Agent will, at such Grantor’s expense, promptly execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request in writing to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release (with a reasonably detailed description of the related sale, transfer or disposition), together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release is in compliance with the Loan Documents. (b) Upon the termination earlier of the Aggregate Commitments and (i) the payment in full in cash of all of the Secured Obligations (other than (A) any contingent indemnification obligations as to which no claim has been asserted not then due and payable) and (Bii) obligations the satisfaction and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) discharge of the Securities Purchase Agreement and the termination or expiration of Notes, in each case, in accordance with their terms, this Agreement and all Letters of Credit obligations (other than Letters those expressly stated to survive such termination) of Credit which have been Cash Collateralized), the pledge Collateral Agent and security interests granted hereby each Grantor hereunder shall automatically terminate terminate, all without delivery of any instrument or performance of any act by any party, and all rights to the Collateral shall revert to the applicable GrantorGrantors. Upon At the request and sole expense of any Grantor following any such termination, the Collateral Agent willshall promptly deliver to such Grantor any Collateral held by the Collateral Agent hereunder, at the applicable Grantor’s expense, and promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request in writing to evidence such termination.

Release; Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and (to a Person other than another Grantor) in accordance with, with the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit AgreementDocuments, the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that, except as permitted under Section 5.02(e) of the Credit Agreement, (i) with respect to sales of Equipment and Inventory in the ordinary course of business that are permitted by the Credit Agreement, the Liens granted herein shall be deemed to be released with no further action on the part of any Person, and (ii) such release shall not in any manner discharge, affect or impair the Secured Obligations or any Liens (other than those expressly being released) upon (or obligations of any Grantor shall have delivered to in respect of) all interests in the Collateral Agent a written request for release (with a reasonably detailed description retained by any Grantor, including, without limitation, the Proceeds of any sale of the related saleCollateral, transfer or disposition), together with a form all of release for execution by which shall continue to constitute part of the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release is in compliance with the Loan DocumentsCollateral. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (Ain accordance with Section 1.02(b) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and of the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)Agreement, the pledge and security interests interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute execute, assign, transfer and deliver to such Grantor such documents and instruments (including, but not limited to UCC-3 termination financing statements or releases) as such Grantor shall reasonably request to evidence such termination; provided that such documents and instruments shall be in form and substance reasonably satisfactory to the Collateral Agent. Notwithstanding the foregoing, the Collateral Agent shall not be required to execute any such document on terms which, in its reasonable opinion, would, under applicable law, expose the Collateral Agent to liability or entail any adverse consequence other than the release of any Liens without recourse or warranty.

Release; Termination. (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 7.05 of the Credit Agreement, the Collateral Administrative Agent will, at such Grantor’s expenseexpense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release no Default shall have occurred and be continuing, and (ii) such Grantor shall have delivered to the Collateral Agent Administrative Agent, at least ten Business Days prior to the date of the proposed release, a written request for release (with a reasonably detailed description describing the item of Collateral and the terms of the related sale, lease, transfer or disposition)other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Administrative Agent and, if reasonably requested by (which release shall be in form and substance satisfactory to the Collateral Administrative Agent, ) and a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan DocumentsDocuments and as to such other matters as the Administrative Agent (or the Required Lenders through the Administrative Agent) may reasonably request. (b) Upon On the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)Termination Date, the pledge pledge, assignment and security interests interest granted hereby by each Grantor hereunder shall automatically terminate and all rights to the Collateral of such Grantor shall revert to the applicable such Grantor. Upon any such termination, the Collateral Administrative Agent will, at the applicable Grantor’s expenseexpense and without any representations, warranties or recourse of any kind whatsoever, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such terminationtermination and deliver to such Grantor all Pledged Securities, Instruments, Tangible Chattel Paper and negotiable documents representing or evidencing the Collateral of such Grantor then held by the Administrative Agent.

Release; Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor to any Person other than another Grantor (or a Subsidiary that is required to be a Grantor) in a transaction which is permitted by, and in accordance with, by the terms of the Loan Documents to a Person that is not a Loan Party Documents, such Collateral will be sold, leased, transferred or in connection with any other release otherwise disposed of free and clear of the Liens on the Collateral provided for in Section 9.11 of the Credit Agreementcreated hereby, and the Collateral Agent will, at such Grantor’s 's expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, . Each Grantor acknowledges and agrees that such Grantor shall have delivered to the Collateral Agent shall be entitled to conclusively rely on a written request for release (with a reasonably detailed description of the related sale, transfer or disposition), together with a form of release for execution certification by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor Company with respect to the effect that the release is matters set forth in compliance with the Loan Documentsthis Section 26. (b) Upon the termination satisfaction of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)Release Conditions, the pledge and security interests interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. At any time and from time to time prior to such termination, the Collateral Agent shall release any Collateral in accordance with Section 10.03(b) of the Credit Agreement. If at any time prior to such termination, the Indenture or the obligation of the Company to provide equal and ratable security thereunder is terminated, the rights of the Senior Noteholders and the Trustee hereunder shall simultaneously terminate. Upon any such terminationtermination or release, the Collateral Agent will, at the applicable Grantor’s 's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such terminationtermination or release, as the case may be.

Release; Termination. (a) Upon (x) any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the terms of the Loan Documents (other than to another Loan Party or to a Person that is not becoming or required to become a Loan Party at the time of such sale, lease, transfer or other disposition), or (y) any transaction permitted by, and in connection with any other release accordance with, the terms of the Liens on Loan Documents, resulting in a Grantor owning any Collateral becoming an Excluded Subsidiary or being released from its obligations under the Collateral provided for Guaranty, in Section 9.11 of the Credit Agreementeach case, the assignment, pledge and security interest granted hereby with respect to such collateral shall automatically terminate and all rights to such Collateral Agent shall revert to such Grantor and the Lender will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment assignment, pledge and security interest granted hereby; provided, however, that that, if requested by the Lender, such Grantor shall have delivered to the Collateral Agent Lender a written request for release (with a reasonably detailed description of the related sale, transfer or disposition)release, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release is in compliance with the Loan Documents.by (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)Obligations, the pledge and security interests granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent Lender will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination.

Release; Termination. In each case, subject to the terms of any Intercreditor Agreement: (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, with the terms of the Loan Documents to a Person that is not a Loan Party or Documents, the security interest in connection with such Collateral will automatically be released without further action by any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit Agreement, party and the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that that, if requested by the Collateral Agent, such Grantor shall have delivered to the Collateral Agent Agent, a written request for release (with a reasonably detailed description in reasonable detail describing the item of the related sale, transfer or disposition)Collateral, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, and a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan Documents. (b) Upon the termination latest of the Aggregate Commitments and (i) the payment in full in cash of the Secured Obligations under the Loan Documents (other than (A) contingent indemnification obligations as to which no claim has been asserted are not then due and payable), (ii) the Termination Date and (Biii) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)Credit, the pledge and security interests interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute and approve, execute, assign, transfer and/or deliver to such Grantor such documents and instruments (including, but not limited to UCC termination financing statements or releases) as such Grantor shall reasonably request to evidence such termination.

Release; Termination. (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, the terms of the Loan Documents Euro Notes Indenture to a Person that is not a Loan Party Grantor or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 11.6 of the Credit AgreementEuro Notes Indenture, the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release (with a reasonably detailed description of the related sale, transfer or disposition)release, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan DocumentsEuro Notes Indenture. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of all Obligations of the Issuer and each Guarantor under each and all of the Secured Obligations Documents (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)asserted, the pledge and assignment made, and security interests granted granted, hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination.

Release; Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, with the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit AgreementDocuments, the security interests granted under this Agreement by such Grantor in such Collateral shall immediately terminate and automatically be released and Agent will promptly deliver at the Grantor's request to such Grantor all certificates representing any Pledged Equity released and all notes and other instruments representing any Pledged Debt, Receivables or other Collateral, and Agent will, at such Grantor’s 's expense, promptly execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) no such documents shall be required unless such Grantor shall have delivered to the Collateral Agent Agent, at least five Business Days prior to the date such documents are required by Grantor, or such lesser period of time agreed by the Agent, a written request for release (with a reasonably detailed description describing the item of Collateral and the related consideration to be received in the sale, transfer or disposition)other disposition and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, and a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan Documents. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the The pledge and security interests interest granted hereby shall automatically terminate will be terminated as set forth in Section 9.16(b) of the Credit Agreement and upon such termination all rights to the Collateral shall revert to the applicable GrantorGrantor and the Agent will promptly deliver to the applicable Grantors all certificates representing any Pledged Equity or Pledged Debt, Receivables or other Collateral. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s 's expense, promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination.

Release; Termination. (a) Upon any sale, transfer or other disposition of any item of Collateral of by any Grantor permitted by, and in accordance with, the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of otherwise prohibited under the Liens on the Collateral provided for in Section 9.11 of the Credit AgreementNote, the security interests granted under this Agreement by such Grantor in such Collateral shall terminate and be released. The Collateral Agent will at the Grantor’s request and expense deliver to such Grantor all notes and other instruments representing any Pledged Debt, Receivables or other Collateral so released, and Collateral Agent will, at such Grantor’s expense, promptly execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request in writing to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release (with a reasonably detailed description of the related sale, transfer or disposition), together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release is in compliance with the Loan Documents. (b) Upon the termination earlier of the Aggregate Commitments and (i) the payment in full in cash of all of the Secured Obligations (other than (A) any contingent indemnification obligations as to which no claim has been asserted not then due and payable) and (Bii) the satisfaction and discharge of the Note, in each case, in accordance with their terms, this Agreement and all obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters those expressly stated to survive such termination) of Credit which have been Cash Collateralized), the pledge Collateral Agent and security interests granted hereby each Grantor hereunder shall automatically terminate terminate, all without delivery of any instrument or performance of any act by any party, and all rights to the Collateral shall revert to the applicable GrantorGrantors. Upon At the request and sole expense of any Grantor following any such termination, the Collateral Agent willshall promptly deliver to such Grantor any Collateral held by the Collateral Agent hereunder, at the applicable Grantor’s expense, and promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request in writing to evidence such termination.

Release; Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, with the terms of the Loan Documents Documents, or upon any Subsidiary ceasing to be a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit AgreementMaterial Subsidiary, the Collateral security interests granted under this Agreement by such Grantor shall immediately terminate and automatically be released and Agent will promptly deliver at the Grantor’s request to such Grantor all certificates representing any Pledged Equity released and all notes and other instruments representing any Pledged Debt, Receivables or other Collateral, and Agent will, at such Grantor’s expense, promptly execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that no such documents shall be required unless such Grantor shall have delivered to the Collateral Agent Agent, at least five Business Days prior to the date such documents are required by Grantor, a written request for release (with a reasonably detailed description describing the item of Collateral and the related consideration to be received in the sale, transfer or disposition)other disposition and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, and a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan Documents. (b) Upon the termination As provided in Section 9.14(b) of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized)Agreement, the pledge and security interests interest granted hereby shall terminate immediately and automatically terminate and all rights to the Collateral shall revert to the applicable GrantorGrantor and the Agent will promptly deliver to Grantors all certificates representing any Pledged Equity or Pledged Debt, Receivables or other Collateral. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s expense, promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination.

Release; Termination. (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance withAt such time as the Loans, the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit Agreement, the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release (with a reasonably detailed description of the related sale, transfer or disposition), together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release is in compliance with the Loan Documents. (b) Upon the termination of the Aggregate Commitments Reimbursement Obligations and the payment in full in cash of the other Secured Obligations (other than (A) Secured Obligations in respect of Specified Swap Agreements, Specified Cash Management Agreements and contingent indemnification and reimbursement obligations as to for which no claim has been asserted and (Bmade) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) shall have been paid in full, and the termination or expiration of all Commitments have been terminated and no Letters of Credit shall be outstanding (other than Letters of Credit which that have been Cash Collateralizedcash collateralized), the pledge Mortgaged Property shall be automatically released from the Liens created hereby, and security interests granted hereby this Deed of Trust and all obligations (other than those expressly stated to survive such termination) of the Beneficiary and Grantor hereunder shall automatically terminate terminate, all without delivery of any instrument or performance of any act by any party, and all rights to the Collateral Mortgaged Property shall revert to the applicable Grantor. Upon At the request and sole expense of Grantor following any such termination, the Collateral Agent will, at the applicable Grantor’s expense, Beneficiary shall execute and deliver to such Grantor or such documents as such Grantor shall reasonably request to evidence such termination. (b) If any of the Mortgaged Property shall be sold, transferred or otherwise disposed of by Grantor in a transaction permitted by the Credit Agreement, then the Beneficiary, at the request and sole expense of Grantor, shall execute and deliver to Grantor all releases or other documents reasonably necessary or desirable for the release of the Liens created hereby on such Mortgaged Property.

Release; Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, with the terms of the Loan Documents to a Person that is not a Loan Party or (other than sales of Inventory in connection with any other release the ordinary course of business), the Liens on the security interest in such Collateral provided for in Section 9.11 of the Credit Agreementshall automatically terminate and as promptly as practicable, the Collateral Agent will, at such Grantor’s expense, execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release no Event of Default shall have occurred and be continuing, (ii) such Grantor shall have delivered to the Collateral Agent Agent, at least five Business Days prior to the date of the proposed release, a written request for release (with a reasonably detailed description describing the item of the related sale, transfer or disposition)Collateral, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, and a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan DocumentsDocuments and the Existing Indentures and as to such other matters as the Collateral Agent may reasonably request. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralizedobligations), the pledge and security interests interest granted hereby shall automatically terminate and all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, Grantor and the Collateral Agent will, at the applicable Grantor’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination. (c) The Collateral Agent shall release the Collateral as otherwise provided for under the Collateral Agency Agreement.

Release; Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, with the terms of the Loan Documents Documents, or upon any Subsidiary ceasing to be a Person that is not a Loan Party Material Subsidiary, the security interests granted under this Agreement by such Grantor in such Collateral or in connection with the shares of stock or equity interests (including, without limitation, any Initial Pledged Equity) of such Subsidiary that has ceased to be a Material Subsidiary shall immediately terminate and automatically be released and Agent will promptly deliver at the Grantor’s request to such Grantor all certificates representing any Pledged Equity released and all notes and other release of the Liens on the Collateral provided for in Section 9.11 of the Credit Agreementinstruments representing any Pledged Debt, the Collateral Receivables or other Collateral, and Agent will, at such Grantor’s expense, promptly execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that no such documents shall be required unless such Grantor shall have delivered to the Collateral Agent Agent, at least five Business Days prior to the date such documents are required by Grantor, or such lesser period of time agreed by the Agent, a written request for release (with a reasonably detailed description describing the item of Collateral and the related consideration to be received in the sale, transfer or disposition)other disposition and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, and a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan Documents. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the The pledge and security interests interest granted hereby shall automatically terminate will be terminated as set forth in Section 9.16(b) of the Credit Agreement and upon such termination all rights to the Collateral shall revert to the applicable Grantor. Upon any such termination, Grantor and the Collateral Agent will, at will promptly deliver to the applicable Grantor’s expenseGrantors all certificates representing any Pledged Equity or Pledged Debt, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such terminationReceivables or other Collateral.

Release; Termination. (a) Upon any sale, transfer or other disposition of any item of Collateral of any Grantor as permitted byby Section 4.11 of the Indenture and not otherwise prohibited under the Indenture, the security interests granted under this Agreement by such Grantor in such Collateral shall immediately terminate and in accordance withautomatically be released and upon receipt by the Collateral Agent of a written certification by the Company that such disposition or other event, as applicable, is not prohibited under the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on Indenture (which written certification the Collateral provided for in Section 9.11 of Agent shall be entitled to rely conclusively without further inquiry), Collateral Agent will at the Credit AgreementGrantor’s request and expense deliver to such Grantor all notes and other instruments representing any Pledged Debt, the Receivables or other Collateral so released, and Collateral Agent will, at such Grantor’s expense, promptly execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request in writing to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that such Grantor shall have delivered to the Collateral Agent a written request for release (with a reasonably detailed description of the related sale, transfer or disposition), together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, a certificate of such Grantor to the effect that the release is in compliance with the Loan Documents. (b) Upon At such time as the termination of Note Obligations shall have been paid in full, the Aggregate Commitments Collateral shall be automatically released from the Liens created hereby, and the payment in full in cash of the Secured Obligations this Agreement and all obligations (other than (Athose expressly stated to survive such termination) contingent indemnification obligations as to which no claim has been asserted of the Collateral Agent and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the pledge and security interests granted hereby each Grantor hereunder shall automatically terminate terminate, all without delivery of any instrument or performance of any act by any party, and all rights to the Collateral shall revert to the applicable GrantorGrantors. Upon At the request and sole expense of any Grantor following any such termination, the Collateral Agent willshall promptly deliver to such Grantor any Collateral held by the Collateral Agent hereunder, at the applicable Grantor’s expense, and promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request in writing to evidence such termination. At the request and sole expense of the Company, a Grantor shall be released from its obligations hereunder in the event that all the Capital Stock of such Grantor shall be sold, transferred or otherwise disposed of in a transaction permitted under the terms of the Indenture.

Release; Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted by, and in accordance with, with the terms of the Loan Documents to a Person that is not a Loan Party or in connection with any other release of the Liens on the Collateral provided for in Section 9.11 of the Credit AgreementDocuments, the security interests granted under this Agreement by such Grantor in such Collateral shall immediately terminate and automatically be released and Agent will promptly deliver at the Grantor's request to such Grantor all certificates representing any Pledged Equity released and all notes and other instruments representing any Pledged Debt, Receivables or other Collateral, and Agent will, at such Grantor’s 's expense, promptly execute and deliver without recourse and without any representation or warranty of any kind (either express or implied) to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby; provided, however, that (i) no such documents shall be required unless such Grantor shall have delivered to the Collateral Agent Agent, at least five Business Days prior to the date such documents are required by Grantor, or such lesser period of time agreed by the Agent, a written request for release (with a reasonably detailed description describing the item of Collateral and the related consideration to be received in the sale, transfer or disposition)other disposition and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and, if reasonably requested by the Collateral Agent, and a certificate of such Grantor to the effect that the release transaction is in compliance with the Loan Documents. (b) Upon the termination of the Aggregate Commitments and the payment in full in cash of the Secured Obligations (other than (A) contingent indemnification obligations as to which no claim has been asserted and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the termination or expiration of all Letters of Credit (other than Letters of Credit which have been Cash Collateralized), the The pledge and security interests interest granted hereby shall automatically terminate will be terminated as set forth in Section 9.16(b) of the Credit Agreement and upon such termination all rights to the Collateral shall revert to the applicable GrantorGrantor and the Agent will promptly deliver to the applicable Grantors all certificates representing any Pledged Equity or Pledged Debt, Receivables or other Collateral. Upon any such termination, the Collateral Agent will, at the applicable Grantor’s 's expense, promptly execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence such termination.. TOCb