Common use of Releases Following Sale of Assets Clause in Contracts

Releases Following Sale of Assets. In the event of a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor (including by way of consolidation, merger or amalgamation), in each case to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company, then such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee; provided that such sale or other disposition shall be subject to all applicable provisions of this Indenture, including without limitation Section 4.12 hereof. If a Subsidiary Guarantor is designated as an Unrestricted Subsidiary in accordance with the provisions of Section 4.17 hereof, such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by the Company in accordance with the provisions of this Indenture, including without limitation Section 4.12 hereof, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Subsidiary Guarantor under this Indenture.

Releases Following Sale of Assets. In the event of a sale or other disposition of all of the Capital Stock assets of any Subsidiary Guarantor (including Guarantor, by way of consolidationmerger, merger consolidation or amalgamation)otherwise, in each case to or a Person that is not (either before sale or after giving effect to such transaction) an Affiliate other disposition of all of the Companycapital stock of any Guarantor, then such Subsidiary Guarantor shall (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the capital stock of such Guarantor) or the corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guarantor) will be released and relieved of any obligations under its Subsidiary Guarantee; provided that the Net Proceeds of such sale or other disposition shall be subject to all are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.12 4.10 hereof. If a Subsidiary Guarantor is designated as an Unrestricted Subsidiary in accordance with the provisions of Section 4.17 hereof, such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by the Company in accordance with the applicable provisions of this Indenture, including without limitation Section 4.12 4.10 hereof, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Subsidiary Guarantor under this IndentureIndenture as provided in this Article 11.

Releases Following Sale of Assets. In the event Any Subsidiary Guarantor shall be released and relieved of a any obligations under its Subsidiary Guarantee, (1) in connection with any sale or other disposition of all or substantially all of the Capital Stock assets of any that Subsidiary Guarantor (including by way of consolidation, merger or amalgamation), in each case consolidation) to a Person that is not (either before or after giving effect to such transaction) an Affiliate of either of the CompanyIssuers, then such if the Subsidiary Guarantor shall be released and relieved applies the Net Proceeds of any obligations under its Subsidiary Guarantee; provided that such sale or other disposition shall be subject to all applicable provisions of this Indenture, including without limitation Section 4.12 hereof. If a Subsidiary Guarantor is designated as an Unrestricted Subsidiary in accordance with the provisions of Section 4.17 4.10 hereof, such ; or (2) in connection with any sale of all of the Capital Stock of a Subsidiary Guarantor shall be released and relieved to a Person that is not (either before or after giving effect to such transaction) an Affiliate of any obligations under its Subsidiary Guaranteeeither of the Issuers, if the Issuers apply the Net Proceeds of that sale in accordance with the provisions of Section 4.10 hereof. Upon delivery by the Company Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by the Company applicable Issuer in accordance with the provisions of this Indenture, including without limitation Section 4.12 4.10 hereof, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Subsidiary Guarantor under this IndentureIndenture and the Collateral Documents as provided in this Article Ten.

Releases Following Sale of Assets. In the event of a sale or other disposition of all of the Capital Stock assets of any Subsidiary Guarantor (including Guarantor, by way of consolidationmerger, merger consolidation or amalgamation)otherwise, in each case to or a Person that is not (either before sale or after giving effect to such transaction) an Affiliate other disposition of all of the Companycapital stock of any Subsidiary Guarantor, then such Subsidiary Guarantor (in the event of a sale or other disposition, by way of such a merger, consolidation or otherwise, of all of the capital stock of such Subsidiary Guarantor) or the corporation acquiring the property (in the event of a sale or other disposition of all of the assets of such Subsidiary Guarantor) shall be released and relieved of any obligations under its Subsidiary Guarantee; provided that (i) in the event of an Asset Sale, the Net Proceeds from such sale or other disposition shall be subject to all applicable provisions of this Indenture, including without limitation Section 4.12 hereof. If a Subsidiary Guarantor is designated as an Unrestricted Subsidiary dispositions are treated in accordance with the provisions of Section 4.17 hereof, 4.20 hereof and (ii) the Company is in compliance with all other provisions of this Indenture applicable to such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guaranteedisposition. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by of the Company in accordance with the provisions of this Indenture, including without limitation Section 4.12 hereofforegoing, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations Obligation under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations Obligations under its Subsidiary Guarantee shall shall, subject to Section 10.6, remain liable for the full amount of principal of and premium and interest on the Notes and for the other obligations Obligations of any such Subsidiary Guarantor under this Indenture.Indenture as provided in this Article X.

Releases Following Sale of Assets. In the event of a sale or other disposition of all of the Capital Stock assets of any Subsidiary Guarantor (including Guarantor, by way of consolidationmerger, merger consolidation or amalgamation)otherwise, in each case to or a Person that is not (either before sale or after giving effect to such transaction) an Affiliate other disposition of all of the Companycapital stock of any Subsidiary Guarantor, then such Subsidiary Guarantor (in the event of a sale or other disposition, by way of such a merger, consolidation or otherwise, of all of the capital stock of such Subsidiary Guarantor) or the corporation acquiring the property (in the event of a sale or other disposition of all of the assets of such Subsidiary Guarantor) shall be released and relieved of any obligations under its Subsidiary Guarantee; provided that (i) in the event of an Asset Sale, the Net Proceeds from such sale or other disposition shall be subject to all applicable provisions of this Indenture, including without limitation Section 4.12 hereof. If a Subsidiary Guarantor is designated as an Unrestricted Subsidiary dispositions are treated in accordance with the provisions of Section 4.17 hereof, 4.20 hereof and (ii) the Company is in compliance with all other provisions of this Indenture applicable to such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guaranteedisposition. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by of the Company in accordance with the provisions of this Indenture, including without limitation Section 4.12 hereofforegoing, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations Obligation under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations Obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of of, and interest on the Notes and for the other obligations Obligations of any such Subsidiary Guarantor under this Indenture.Indenture as provided in this Article X.

Releases Following Sale of Assets. In the event of a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor (including by way of consolidation, merger or amalgamation), in each case to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company, then such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee; provided that such sale or other disposition shall be subject to all applicable provisions of this Indenture, including without limitation Section 4.12 hereof. If a Subsidiary Guarantor is designated as an Unrestricted Subsidiary in accordance with the provisions of Section 4.17 hereof, such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by the Company in accordance with the provisions of this Indenture, including without limitation Section 4.12 hereof, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Subsidiary Guarantor under this Indenture.

Releases Following Sale of Assets. In the event of a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor (including by way of consolidation, merger or amalgamation), in each case to a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company, then such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee; provided PROVIDED that such sale or other disposition shall be subject to all applicable provisions of this Indenture, including without limitation Section 4.12 hereof. If a Subsidiary Guarantor is designated as an Unrestricted Subsidiary in accordance with the provisions of Section 4.17 hereof, such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by the Company in accordance with the provisions of this Indenture, including without limitation Section 4.12 hereof, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Subsidiary Guarantor under this Indenture.

Releases Following Sale of Assets. In the event of a sale or other disposition of all of the Capital Stock assets of any Subsidiary Guarantor (including Guarantor, by way of consolidationmerger, merger consolidation or amalgamation)otherwise, in each case to or a Person that is not (either before or after giving effect to such transaction) an Affiliate of the Company, then such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee; provided that such sale or other disposition shall be subject to of all applicable provisions of this Indenturethe capital stock of any Guarantor, including without limitation Section 4.12 hereof. If then such Guarantor (in the event of a Subsidiary Guarantor is designated as an Unrestricted Subsidiary sale or other disposition, by way of merger, consolidation or otherwise, of all of the capital stock of such Guarantor) or the corporation acquiring the property (in accordance with the provisions event of Section 4.17 hereof, a sale or other disposition of all or substantially all of the assets of such Subsidiary Guarantor shall Guarantor) will be released and relieved of any obligations under its Subsidiary Guarantee. The obligation to apply the Net Proceeds of such sale or other disposition in accordance with the applicable provisions of this Indenture, including without limitation Section 4.10 hereof, shall continue and be enforceable. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by the Company in accordance with the applicable provisions of this Indenture, including without limitation Section 4.12 4.10 hereof, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Subsidiary Guarantor under this IndentureIndenture as provided in this Article XI.

Releases Following Sale of Assets. In the event of a sale or other disposition of all or substantially all of the assets of any Guarantor, by way of merger, consolidation or otherwise, or a sale or other disposition of all of the Capital Stock of any Subsidiary Guarantor (including by way of consolidation, merger or amalgamation)Guarantor, in each case to a Person that is not (either before or after giving effect to such transactiontransactions) an Affiliate a Subsidiary or a parent of the CompanyIssuer, then such Subsidiary Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the Capital Stock of such Guarantor) or the corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guarantor) shall be released and relieved of any obligations under its Subsidiary Guaranteeguarantee; provided that the net proceeds of such sale or other disposition shall be subject to all applicable provisions of this Indenture, including without limitation Section 4.12 hereof4.13. If a Restricted Subsidiary which is a Guarantor is designated as an Unrestricted Subsidiary in accordance with the provisions of Section 4.17 hereof4.17, such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guaranteeguarantee. Upon delivery by the Company Issuer to the Trustee of an Officers’ Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by the Company Issuer in accordance with the provisions of this Indenture, including without limitation Section 4.12 hereof4.13, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary such Guarantor from its obligations under its Subsidiary Guaranteeguarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Subsidiary Guarantor under this Indenture.

Releases Following Sale of Assets. In the event of a sale or other disposition of all of the Capital Stock assets of any Subsidiary Guarantor (including Guarantor, by way of consolidationmerger, merger consolidation or amalgamation)otherwise, in each case to or a Person that is not (either before sale or after giving effect to such transaction) an Affiliate other disposition of all of the Companycapital stock of any Guarantor, then such Subsidiary Guarantor (in the event of a sale or other disposition, by way of merger, consolidation or otherwise, of all of the capital stock of such Guarantor) or the corporation acquiring the property (in the event of a sale or other disposition of all or substantially all of the assets of such Guarantor) shall be released and relieved of any obligations under its Subsidiary Guarantee; provided that the Net Proceeds of such sale or other disposition shall be subject to all are applied in accordance with the applicable provisions of this Indenture, including without limitation Section 4.12 4.10 hereof. If a Subsidiary Guarantor is designated as an Unrestricted Subsidiary in accordance with the provisions of Section 4.17 hereof, such Subsidiary Guarantor shall be released and relieved of any obligations under its Subsidiary Guarantee. Upon delivery by the Company to the Trustee of an Officers’ ' Certificate and an Opinion of Counsel to the effect that such sale or other disposition or designation was made by the Company in accordance with the applicable provisions of this Indenture, including without limitation Section 4.12 4.10 hereof, the Trustee shall execute any documents reasonably required in order to evidence the release of any Subsidiary Guarantor from its obligations under its Subsidiary Guarantee. Any Subsidiary Guarantor not released from its obligations under its Subsidiary Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Subsidiary Guarantor under this IndentureIndenture as provided in this Article 11.