Common use of Termination; Release Clause in Contracts

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When After the Termination Date, this -------------------- Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 8.1 hereof shall survive such termination) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementCollateral Agent, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the terms hereofdate upon which the Total Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, andno Note or Letter of Credit is outstanding (other than Letters of Credit, together with respect to any other Pledged Collateral, proper documents all Fees that have accrued and instruments (including UCC-3 will accrue thereon through the stated termination financing statements or releases) acknowledging the termination hereof or the release date of such Pledged CollateralLetters of Credit, as which have been supported in a manner satisfactory to the case may beLetter of Credit Issuer in its sole and absolute discretion) and all other Obligations (other than any indemnities described in Section 8.1 hereof and in Section 12.13 of the Credit Agreement which are not then due and payable) have been paid in full.

Termination; Release. (a) When This Security Agreement, the Lien in favor of the Agent (for the benefit of itself and the other Secured Parties (and to the extent applicable pursuant to Section 10.1, any 2037 ASC Debentures Holder)) and all the other security interests granted hereby shall terminate with respect to all Secured Obligations when (i) the Commitments shall have expired or been terminated and (ii) the principal of and interest on each Loan and all fees and other Secured Obligations (other than contingent obligations not yet due) shall have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance cash; provided, however, that in connection with the provisions termination of this Security Agreement, the Agent may require such indemnities as it shall reasonably deem necessary or appropriate to protect the Secured Parties against (x) loss on account of credits previously applied to the Secured Obligations that may subsequently be reversed or revoked, (y) any obligations that may thereafter arise with respect to the Cash Management Obligations or Bank Products, and (z) any Secured Obligations (and to the extent provided in Section 10.1, 2037 ASC Debentures Obligations) that may thereafter arise under Sections 12.5 or 12.6 of the Credit Agreement, provided, further, that the 2037 ASC Debentures Obligations shall no longer be secured hereby and this Security Agreement shall terminatebe deemed terminated in the event the Secured Obligations are no longer required to be secured hereby as a result of the release of the Collateral by the Agent as permitted hereunder and under the Credit Agreement. Upon termination of this Security Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Security Agreement. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the PledgorsGrantors, assign, transfer and deliver to Pledgorthe Grantors, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When This Security Agreement and the Security Interest shall terminate when all the Secured Commitments have expired or otherwise terminated and all Credit Obligations have been finally and indefeasibly paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated in cash and all Letters of Credit have expired and all LC Disbursements have been terminated or cash collateralized reimbursed in accordance with the provisions of the Credit Agreement, this Agreement shall terminatefull in cash. Upon termination of this Agreement Security Agreement, the Pledged Collateral shall be released from the Lien of this Agreement and upon Security Agreement. Upon the sale by any Pledgor effectiveness of any Pledged Collateral in accordance with or without any violation of Section 7.5 written consent to the release of the Credit Agreement, such Pledged Security Interest in any Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice pursuant to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions Section 10.2 of the Credit Agreement, the Security Interest in such Collateral Agent shallshall be automatically released. Upon any sale, upon transfer or other disposition of Collateral permitted by the request and at Loan Documents (other than to a Loan Party), the sole cost and expense Security Interest in such Collateral shall be automatically released (other than to the extent any such sale, transfer or other disposition of such Collateral would, immediately after giving effect thereto, result in the receipt by such Grantor of any other property (whether in the form of Proceeds or otherwise) that would, but for the release of the PledgorsSecurity Interest therein pursuant to this clause, assignconstitute Collateral, transfer in which event the Lien created hereunder shall continue in such property). In addition, if any of the Pledged Equity Interests in any Subsidiary or subsidiary, as applicable, are sold, transferred or otherwise disposed of pursuant to a transaction permitted by the Loan Documents and, immediately after giving effect thereto, such Subsidiary or subsidiary, as applicable, would no longer be a Subsidiary or a subsidiary, as applicable, then the obligations of such Subsidiary or subsidiary, as applicable, under this Security Agreement and the Security Interest in the Collateral owned or rights in Collateral held by or on behalf of such Subsidiary or such subsidiary, as applicable, shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to Pledgorthe applicable Grantor, against receipt at such Grantor’s own cost and expense, all Uniform Commercial Code termination statements and similar documents that such Grantor may reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Article shall be without recourse to or warranty by the Collateral Administrative Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beSecured Party.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, “Termination Date” shall mean the earliest of (i) the date upon which the Total Revolving Loan Commitment has been terminated, and all Credit Document Obligations (excluding normal continuing indemnity obligations which survive in accordance with their terms, so long as no amounts are then due and payable in respect thereof) have been indefeasibly paid in full (provided the terms of the Secured Hedging Agreements and the other Secured Debt Agreements do not otherwise prohibit the termination hereof), (ii) the Collateral Release Date as defined in Section 10.15(d) of the Credit Agreement (but subject to any deferral requested by the U.S. Borrower pursuant to the terms last sentence of Section 10.15(d) and the applicable provisions hereof), and, (iii) the date upon which the Collateral Agent releases the Collateral in accordance with respect Section 14.20 of the Credit Agreement and (iv) the date upon which the Credit Documents are amended to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beall Collateral subject to this Agreement.

Termination; Release. After the Termination Date, this Agreement (a) When all including any provision providing for the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then dueappointment of the Collateral Agent as attorney-in-fact for any Grantor) and the Commitments Liens and security interests granted hereunder shall terminate automatically and without further action by any party, and the Collateral Agent, at the written request and sole expense of the Lenders Company, will execute and deliver to make any Loan or to issue any Letter of Credit under each Grantor the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with proper instruments acknowledging the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, will duly assign, transfer and deliver to Pledgor, against receipt each Grantor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. In addition, the terms hereofCollateral Agent, andat the written request and sole expense of the Company, with will release from the Lien created hereunder: (1) Collateral that is sold, transferred, disbursed or otherwise disposed of to a Person other than a Grantor to the extent such sale, transfer, disbursement or disposition is not prohibited by the provisions of the Indenture, as certified in writing by the Company; provided that any products, proceeds or other consideration received by the Grantors in respect of any such Collateral shall continue to any other Pledged Collateral, proper documents constitute Collateral to the extent required hereunder; (2) the property and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or assets of a Grantor upon the release of such Pledged CollateralGrantor from its Note Guarantee in accordance with the terms of the Indenture, as certified in writing by the case may beCompany; and (3) any property or asset of a Grantor that is or becomes an Excluded Asset, as certified in writing by the Company. The Collateral Agent shall also execute and deliver, at the written request and expense of the Company, upon termination of this Agreement or occurrence of any event in the immediately preceding sentence, such UCC termination statements, and such other documentation as shall be reasonably requested by any Grantor to effect the termination and release of the Liens and security interests granted by this Agreement.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral automatically terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall be released from survive any such termination) and the Lien of this Agreement the Pledgee granted hereunder shall automatically be released, and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as Pledgee, if any. As used in this Agreement, “Termination Date” shall not mean the earliest of (i) the date upon which the Commitments have been sold terminated, and all Loan Document Obligations (excluding (x) normal continuing indemnity obligations which survive in accordance with their terms, so long as no amounts are then due and payable in respect thereof, and (y) Letters of Credit that have been Cash Collateralized or otherwise applied for which a back-to-back letter of credit has been provided) have been indefeasibly paid in full, (ii) the Release Date as defined in Section 6.14(d) of the Credit Agreement (but subject to any deferral requested by the Company pursuant to the terms next to last sentence of Section 6.14(d) of the Credit Agreement and the applicable provisions hereof), and, (iii) the date upon which the Collateral Agent releases the Collateral in accordance with respect the Credit Agreement and (iv) the date upon which the Loan Documents are amended to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beall Collateral subject to this Agreement.

Termination; Release. (a) When all the Credit Agreement Obligations (other than (A) contingent indemnification obligations not yet due and payable and (B) obligations and liabilities under Secured Obligations Cash Management Agreements, Secured Foreign Line of Credit Agreements, Secured Franchisee Loan Facility Guaranties and Secured Hedge Agreements) have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with (other than Letters of Credit as to which other arrangements satisfactory to the provisions of Administrative Agent and the Credit Agreementapplicable L/C Issuers shall have been made), this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged the Collateral and the Mortgaged Property shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or the Mortgaged Property or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Administrative Agent shall, upon the request and at the sole cost and expense of the PledgorsGrantors, assign, transfer and deliver to Pledgorthe Grantors, against receipt and without recourse to or warranty by the Collateral Administrative Agent except as to the fact that the Collateral Administrative Agent has not encumbered the released assets, such of the Pledged Collateral or the Mortgaged Property or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Administrative Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged CollateralCollateral or Mortgaged Property, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged CollateralCollateral or Mortgaged Property, as the case may be. The Administrative Agent is hereby expressly authorized to, and agrees upon request of the Borrower that it will, release or, in the case of Section 9.10(e) of the Credit Agreement, subordinate any Collateral or Mortgaged Property and Collateral Documents in accordance with Sections 6.15, 6.17(e) and 9.10 of the Credit Agreement.

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit This Agreement shall have expired or been sooner terminated terminate and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement when the Commitments have been terminated and upon the sale by principal of and interest and premium (if any) on each Loan, all Fees and all other expenses or amounts payable under any Pledgor of any Pledged Collateral Loan Document shall have been paid in accordance with or without any violation of Section 7.5 full (other than contingent indemnification obligations that, pursuant to the provisions of the Credit AgreementAgreement of the Security Documents, such survive the termination thereof) and all Letters of Credit have been canceled or have expired and all amounts drawn thereunder have been reimbursed in full. Upon termination hereof, the security interests granted hereby shall terminate and all rights to the Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice revert to the Collateral Agent of applicable Pledgor or to such release other person as may be entitled thereto pursuant to any Order or other applicable Legal Requirement. Upon termination hereof or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shallshall promptly (and in any event within 10 Business Days), upon the written request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgorthe Pledgors, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered assigned or otherwise transferred its security interest in the released assetsPledged Collateral, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, with such endorsements or proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly release from the security interest created hereby and assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the terms hereofdate upon which the Total Revolving Loan Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, andno Note (as defined in the Credit Agreement) or Letter of Credit is outstanding (other than Letters of Credit, together with respect to any other Pledged Collateral, proper documents all Fees that have accrued and instruments (including UCC-3 will accrue thereon through the stated termination financing statements or releases) acknowledging the termination hereof or the release date of such Pledged CollateralLetters of Credit, as which have been supported in a manner satisfactory to the case may beLetter of Credit Issuer in its sole and absolute discretion) and all other Obligations (other than indemnities described in Section 11 hereof and in Section 12.13 of the Credit Agreement which are not then due and payable) have been paid in full.

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, [or upon the expiration of the Mortgaged Lease, or any early termination by Mortgagor of such Mortgaged Lease to the extent permitted herein as provided herein,] this Agreement Mortgage shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release hereof or any release of Pledged Collateral the Mortgaged Property or any part portion thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent Mortgagee shall, upon the request and at the sole cost and expense of the PledgorsMortgagor, forthwith assign, transfer and deliver to Pledgorthe Mortgagor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assetsMortgagee, such of the Pledged Collateral or any part thereof Mortgaged Property to be released (in the case of a release) as may be in possession of the Collateral Agent Mortgagee and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged CollateralMortgaged Property, proper documents and instruments (including UCC-3 UCC termination financing statements or releases) reasonably satisfactory to the Mortgagor acknowledging the termination hereof or the release of such Pledged CollateralMortgaged Property, as the case may be, or assigning same to a party designated by Mortgagor, and in each case in form and executed in all respects appropriate for recording or filing in all applicable state, county and municipal offices.

Termination; Release. (a) When This Agreement shall terminate and the Collateral shall be automatically released from the Lien of this Agreement when the Facility Agent notifies the Borrower that the principal of and interest and premium (if any) on the Loan, all the Secured Obligations fees and all other expenses or amounts payable under this Agreement shall have been paid in full (other than inchoate contingent indemnification obligations for which no claim or demand has been made and cost reimbursement obligations not then due) and that, pursuant to the Commitments provisions of this Agreement or the Lenders to make any Loan or to issue any Letter of Credit under Security Documents, survive the Credit Agreement termination thereof). Upon termination hereof, the security interests granted by the Security Documents shall have expired or been sooner terminated automatically terminate and all Letters rights to the Collateral shall revert to the applicable Credit Party. Upon termination hereof or any release of Credit have been terminated or cash collateralized Collateral in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the applicable Creditor shall promptly execute and deliver to such Credit Party all releases or other documents reasonably necessary and in form reasonably satisfactory to the Credit Party, any vessel registry or other registry, as applicable, and take such reasonable further actions for the release of such Collateral Agent shallfrom the security interests created thereby, upon the written request and at the sole cost and expense of the PledgorsCredit Parties, assign, transfer and deliver to Pledgorthe Credit Parties, against receipt and without recourse to or warranty of any kind (either express or implied) by the Collateral Agent such Creditor (except as to the fact that the Collateral Agent such Creditor has not encumbered assigned or otherwise transferred its security interest in the released assetsCollateral), such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent such Creditor and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, with such endorsements or proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When The Pledged Collateral and the Secured Obligations of any Pledgor shall be released from the Lien of this Agreement in accordance with the provisions of the Credit Agreement, including Section 9.11 of the Credit Agreement. Furthermore, when all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement (A) contingent obligations not then duedue and payable and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementCash Collateralized, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be automatically released from the Lien of this Agreement. Within no more Upon the sale or disposition of any Pledged Collateral pursuant to a transaction permitted under the Credit Agreement (other than 30 days any sale or disposition to another Pledgor), such Pledged Collateral shall be automatically released from notice to the Collateral Agent Lien of this Agreement. Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases, or other documentation as such Pledgor shall reasonably request) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When After the Termination Date, this -------------------- Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 8.1 hereof shall survive such termination) and the Commitments Collateral Agent, at the request and expense of the Lenders respective Assignor, will promptly execute and deliver to make such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to such Assignor (without recourse and without any Loan representation or warranty) such of the Collateral as may be in the possession of the Collateral Agent and as has not theretofore been sold or otherwise applied or released pursuant to issue any this Agreement. As used in this Agreement, "Termination Date" shall mean the date upon which the Aggregate Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, no promissory note or Letter of Credit under the Credit Agreement shall is outstanding (other than Letters of Credit, together with all fees that have expired or accrued and will accrue thereon through the stated termination date of such Letters of Credit, which have been sooner terminated supported in a manner satisfactory to the Issuing Bank in its sole and absolute discretion) and all Letters of Credit have been terminated or cash collateralized other Obligations (other than any indemnities described in accordance with the provisions Section 8.1 hereof and in Section 12.05 of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement which are not then due and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a releasepayable) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.

Termination; Release. (a) When all On the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledgee, at the written request and sole expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement the Pledged Collateral shall be released (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the Lien of this Agreement security interest created hereby and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the terms hereof, time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other Pledged Collateralthan an Uncertificated Security, proper documents Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and instruments (including UCC-3 termination financing statements or releases) acknowledging delivered by the termination hereof or the release issuer of such Pledged CollateralUncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, “Termination Date” shall mean the date upon which the Total Loan Commitment under the Credit Agreement has been terminated and all Secured Hedging Agreements entitled to the benefits of this Agreement have been terminated, no or Note (as defined in the Credit Agreement) is outstanding (and all Loans have been paid in full), and all other Obligations (other than indemnities described in Section 11 hereof and described in Section 13.01 of the Credit Agreement, and any other indemnities set forth in any other Security Documents, in each case may bewhich are not then due and payable) then due and payable have been paid in full.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 11 hereof shall survive any such termination) and the Commitments Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the Lenders satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will, subject to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Intercreditor Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released duly release from the Lien of this Agreement security interest created hereby and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee or any of its sub-agents hereunder and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the terms hereof, time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other Pledged Collateralthan an Uncertificated Security, proper documents Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and instruments (including UCC-3 termination financing statements or releases) acknowledging delivered by the termination hereof or the release issuer of such Pledged CollateralUncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, as “Termination Date” shall mean the case may bedate upon which the Credit Document Obligations Termination Date shall have occurred.

Termination; Release. (a) When After the Termination Date, this Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 8.1 hereof shall survive such termination) and the Commitments Collateral Agent, at the request and expense of the Lenders respective Assignor, will promptly execute and deliver to make such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to such Assignor (without recourse and without any Loan representation or warranty) such of the Collateral as may be in the possession of the Collateral Agent and as has not theretofore been sold or otherwise applied or released pursuant to issue any this Agreement. As used in this Agreement, "Termination Date" shall mean the date upon which the Aggregate Commitment and all Interest Rate Protection Agreements and Other Hedging Agreements have been terminated, no promissory note or Letter of Credit under the Credit Agreement shall is outstanding (other than Letters of Credit, together with all fees that have expired or accrued and will accrue thereon through the stated termination date of such Letters of Credit, which have been sooner terminated supported in a manner satisfactory to the Issuing Lender in its sole and absolute discretion) and all Letters of Credit have been terminated or cash collateralized other Obligations (other than any indemnities described in accordance with the provisions Section 8.1 hereof and in Section 12.05 of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement which are not then due and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a releasepayable) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.

Termination; Release. The Pledged Collateral and the Secured Obligations of any Pledgor shall be released from the Lien of this Agreement in accordance with the provisions of the Credit Agreement, including, without limitation, Section 9.11(a), (ab) When or (c) of the Credit Agreement. Furthermore, when all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement (A) contingent obligations not then duedue and payable and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements), the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be automatically released from the Lien of this Agreement. Within no more Upon the sale or disposition of any Pledged Collateral pursuant to a transaction permitted under the Credit Agreement (other than 30 days any sale or disposition to another Pledgor), such Pledged Collateral shall be automatically released from notice to the Collateral Agent Lien of this Agreement. Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Administrative Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Administrative Agent except as to the fact that the Collateral Administrative Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Administrative Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases, or other documentation as such Pledgor shall reasonably request) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When On the Termination Date, this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation in Section 6.1 hereof, shall survive such termination) and the Secured Obligations Collateral Agent, at the request and expense of the respective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to such Assignor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Collateral Agent and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, “Termination Date” shall mean the date upon which the Total Revolving Loan Commitment under the Credit Agreement has been terminated, no Note is outstanding (and all Loans and Unpaid Drawings have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and full), all Letters of Credit have been terminated (or have been cash collateralized or backstopped by another letter of credit, in either case on terms and pursuant to arrangements reasonably satisfactory to the Administrative Agent and the respective Issuing Lenders (which arrangements, in any event, shall require such cash collateral or backstop letter of credit to be in a stated amount equal to at least 105% of the aggregate Stated Amount of all Letters of Credit outstanding at such time)), all Obligations under Secured Hedging Agreements and Treasury Services Agreements and all other Obligations (other than indemnities under the Credit Documents which are not then due and payable) then due and payable have been paid in full (or arrangements with respect to the Secured Hedging Agreements and/or Treasury Services Agreements that are satisfactory to the applicable Secured Hedging Creditor or Treasury Services Creditor have been made or the express provisions of such Secured Hedging Agreement or Treasury Services Agreement shall not require the related Obligations to be repaid or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement at such time) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request all Secured Hedging Agreements and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not Treasury Services Agreements have been sold terminated (or otherwise applied pursuant to the terms hereof, and, arrangements with respect to any other Pledged Collateral, proper documents the Secured Hedging Agreements and instruments (including UCC-3 termination financing statements Treasury Services Agreements that are satisfactory to the applicable Secured Hedging Creditors or releases) acknowledging the termination hereof or the release of such Pledged CollateralTreasury Services Creditors, as the case may be, have been made or the express provisions of such Secured Hedging Agreement or Treasury Services Agreement shall not require the related Obligations to be repaid or cash collateralized at such time).

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate contingent indemnification and cost reimbursement obligations not then dueyet due and payable) and the Commitments of the Lenders no commitments remain under Additional Secured Debt Documents to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementextend credit that would constitute Secured Obligations, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to In addition, the Collateral Agent of such release or any release of Pledged Collateral or any part portion thereof shall be released from the Lien of this Agreement pursuant to the Indenture. In addition, the Liens of this Agreement will be automatically released with respect to the New Notes Excluded Collateral in accordance the event that Rule 3-16 of Regulation S-X (or any successor regulation) requires the preparation and filing with the provisions SEC of separate audited financial statements of any Restricted Subsidiary owned by a Pledgor because such Restricted Subsidiary’s Capital Stock is pledged as collateral to secure the Credit AgreementNew Notes and any Additional Secured Obligations. Upon any such release, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgorthe applicable Pledgor(s), against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be, in form and substance reasonably satisfactory to the Pledgors.

Termination; Release. The Pledged Collateral and the Secured Obligations of any Pledgor shall be released from the Lien of this Agreement in accordance with the provisions of the Credit Agreement, including, without limitation, Section 9.11(a), (ab) When or (c) of the Credit Agreement. Furthermore, when all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement (A) contingent obligations not then duedue and payable and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements), the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be automatically released from the Lien of this Agreement. Within no more Upon the sale or disposition of any Pledged Collateral pursuant to a transaction (including a dividend or distribution) permitted under the Credit Agreement (other than 30 days any sale or disposition to another Pledgor), such Pledged Collateral shall be automatically released from notice to the Collateral Agent Lien of this Agreement. Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Administrative Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Administrative Agent except as to the fact that the Collateral Administrative Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Administrative Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases, or other documentation as such Pledgor shall reasonably request) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) (i) When all the Secured Obligations (other than contingent indemnification obligations not then due) have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit (as defined in the Credit Agreement) under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminateautomatically terminate and (ii) upon the disposition of any Pledged Collateral by any Pledgor (other than a disposition to another Pledgor) permitted by, and in accordance with, the Credit Agreement, the pledge hereunder in respect of such Pledged Collateral only shall terminate and such Pledged Collateral shall automatically be released from the Lien of this Agreement. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall automatically be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 UCC‑3 termination financing statements statements, mortgage releases, property releases or other releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When After the Termination Date, this Agreement and the security interest created hereby shall automatically terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination), and the Secured Pledgee, at the request and expense of such Pledgor, will execute and deliver to any Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any monies at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, Corporate Stock or a Limited Liability Company Interest (other than an Uncertificated Security, Corporate Stock or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, “Termination Date” shall mean the date upon which all Commitments under the Credit Agreement have been terminated, no Note under the Credit Agreement is outstanding and all Loans thereunder have been repaid in full in accordance with the terms thereof, all Letters of Credit issued under the Credit Agreement have been terminated, and all other Obligations then due and payable have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or in cash collateralized in accordance with the provisions of terms thereof. In the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be event that any Subsidiary Guarantor is released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of its Obligations hereunder pursuant to Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions 7.1.9 of the Credit Agreement, the Collateral Agent shallPledgee, upon at the request and at the sole cost and expense of the Pledgorssuch Subsidiary Guarantor, assign, transfer shall execute and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, an instrument acknowledging such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the Subsidiary Guarantor’s release of such Pledged Collateral, as the case may befrom this Agreement.

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then dueUnasserted Contingent Obligations) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement or upon any sale, transfer or other disposition of Pledged Collateral or any part thereof in a transaction or series of transactions not prohibited by the provisions of the Credit Agreement (including, without limitation, upon any Pledged Collateral becoming property of an Excluded Subsidiary or a Foreign Subsidiary), the Pledged Collateral (or any part thereof) shall automatically be released from the Lien of this Agreement and upon all rights to the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice revert to the Collateral Agent of Grantors. Upon such release or any release such sale, transfer or disposition of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreementthereof, the Collateral Agent shall, upon the request and at the sole cost and expense of the PledgorsGrantors, assign, transfer and deliver to Pledgorthe Grantors, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate (A) contingent indemnification obligations that are not yet due and cost reimbursement payable and (B) obligations not then dueand liabilities under Secured Cash Management Agreements, Secured Foreign Line of Credit Agreements, Secured Franchisee Loan Facility Guaranties and Secured Hedge Agreements) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement Mortgage shall terminate. Upon termination of this Agreement Mortgage the Pledged Collateral Mortgaged Property shall be released from the Lien and security interest of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this AgreementMortgage. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral the Mortgaged Property or any part portion thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent Mortgagee shall, upon the request and at the sole cost and expense of the PledgorsMortgagor, assign, transfer and deliver to Pledgorthe Mortgagor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assetsMortgagee, such of the Pledged Collateral or any part thereof Mortgaged Property to be released (in the case of a release) as may be in possession of the Collateral Agent Mortgagee and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged CollateralMortgaged Property, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged CollateralMortgaged Property, as the case may be. The Mortgagee is hereby expressly authorized to, and agrees upon request of the Borrower it will, release or, in the case of Section 9.10 of the Credit Agreement, subordinate any Mortgaged Property in accordance with the terms of the Loan Documents and Section 9.10 of the Credit Agreement.

Termination; Release. (a) When On the Termination Date, this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation in Section 8.1 hereof and in Section 6 of Annex N hereto, shall survive such termination) and the Secured Collateral Agent, at the request and expense of the respective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to such Assignor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Collateral Agent and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, “Termination Date” shall mean the date upon which the Total Commitments under the Credit Agreement have been terminated and all Interest Rate Agreements entered into with any Interest Rate Creditor have been terminated (or cash collateralized in a manner reasonably satisfactory to the Administrative Agent), no Note under the Credit Agreement is outstanding and all Loans thereunder have been repaid in full in cash in accordance with the terms thereof, all Letters of Credit issued under the Credit Agreement have been terminated (or cash collateralized in a manner satisfactory to the Administrative Agent), all Second Lien Obligations have been paid in full in cash (or defeased or discharged) in accordance with the terms thereof and all other than inchoate indemnification Obligations then due and cost reimbursement obligations not then duepayable have been paid in full; provided, however, at such time as (x) all First Lien Obligations have been paid in full in cash in accordance with the terms thereof and the all Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with a manner satisfactory to the provisions Administrative Agent or (y) the First Lien Creditors have released their Liens on all of the Credit AgreementCollateral then, in either case, this Agreement and the security interests created hereby shall terminate. Upon termination terminate (provided that all indemnities set forth herein (including, without limitation, in Section 8.1 hereof) and in Section 6 of this Agreement the Pledged Collateral Annex N hereto shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreementsurvive such termination) unless, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) preceding clause (x), any Event of Default under the Senior Secured Notes Indenture exists as may be in possession of the Collateral Agent date on which the First Lien Obligations are repaid in full and terminated as shall described in such clause (x), in which case the security interests created under this Agreement in favor of the Second Lien Creditors will not have been sold or otherwise applied pursuant be released except to the terms hereof, and, with respect extent the Collateral or any portion thereof was disposed of in order to any repay the First Lien Obligations (although the security interests created in favor of the Second Lien Creditors will be released when such Event of Default and all other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging Events of Default under the termination hereof or the release of such Pledged Collateral, as the case may beSenior Secured Notes Indenture cease to exist).

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement contingent obligations that have not then duematured) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be automatically released from the Lien of this Agreement. Within no more than 30 days Upon the sale or disposition of any Pledged Collateral pursuant to a transaction permitted under the Credit Agreement to a person that is not a Pledgor hereunder, such Pledged Collateral shall be automatically released from notice to the Collateral Agent Lien of this Agreement. Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When all Upon termination of the Secured Obligations have been paid Commitments and payment in full of all Credit Party Obligations (other than inchoate (x) contingent indemnification obligations and cost reimbursement obligations not then due(y) Bank Product Debt) and the Commitments expiration or termination of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit (other than Letters of Credit that have been terminated or cash collateralized Cash Collateralized in accordance with the provisions of the Credit Agreement), this Agreement shall automatically terminate. Upon termination of this Agreement the Pledged Collateral shall be released automatically from the Lien of this Agreement with further action required by any Person. The Security Interest and any Liens granted herein to the Administrative Agent in the Pledged Collateral of any Subsidiary Guarantor shall be automatically released upon the sale consummation of any transaction permitted by and in accordance with the terms of the Credit Agreement as a result of which such Subsidiary Guarantor ceases to be a Guarantor. Upon any Disposition by any Pledgor of any Pledged Collateral that is permitted under and in accordance with the terms of the Credit Agreement (other than a sale or without transfer to another Credit Party), or upon the effectiveness of any violation written consent to the release of the security interest granted hereby in any Pledged Collateral pursuant to Section 7.5 9.1 of the Credit Agreement, the security interest in such Pledged Collateral shall be released from the Lien of this Agreementautomatically released. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Administrative Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assetsAdministrative Agent, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Administrative Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When After the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledgee, at the request and expense of the respective Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement as provided above, and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee hereunder. As used in this Agreement, (i) “CA Termination Date” shall mean the date upon which the Total Commitment has been terminated, no Letter of Credit or Note under the Credit Agreement is outstanding and all other Credit Document Obligations have been paid in full in cash (other than arising from indemnities for which no request for payment has been made) and (ii) “Termination Date” shall mean the date upon which (x) the CA Termination Date shall have occurred and (y) if (but only if) a Notified Non-Credit Agreement Event of Default shall have occurred and be continuing on the CA Termination Date (and after giving effect thereto), either (I) such Notified Non-Credit Agreement Event of Default shall have been cured or waived by the requisite holders of the relevant Obligations subject to such Notified Non-Credit Agreement Event of Default or (II) all Secured Credit Card Agreements and Secured Hedging Agreements (if any) giving rise to a Notified Non-Credit Agreement Event of Default shall have been terminated and all Obligations subject to such Notified Non-Credit Agreement Event of Default shall have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or arising from indemnities for which no request for payment has been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bemade).

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Secured Obligations Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the security interest created hereby and assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other than an Uncertificated Security, Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, “Termination Date” shall mean the date upon which the Commitments under the Credit Agreement have been terminated and all Interest Rate Protection Agreements and Other Hedging Agreements entitled to the benefits of this Agreement have been terminated, no Letter of Credit or Note (as defined in the Credit Agreement) is outstanding (and all Loans have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and full), all Letters of Credit have been terminated or cash collateralized terminated, and all other Obligations (other than indemnities described in accordance with the provisions Section 11 hereof and described in Section 12.06 of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of other indemnities set forth in any Pledged Collateral other Security Documents, in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request each case which are not then due and at the sole cost payable) then due and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not payable have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the earlier of (i) the date upon which the Total Commitment and all Interest Rate Protection Agreements and Other Hedging Agreements have been terminated, no Note under the Credit Agreement is outstanding and all other Credit Document Obligations (excluding normal continuing indemnity obligations which survive in accordance with their terms, so long as no amounts are then due and payable in respect thereof) have been indefeasibly paid in full (provided the terms hereof, and, with respect to any of the other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging Secured Debt Agreements do not otherwise prohibit the termination hereof or hereof), and (ii) the date upon which the Credit Documents are amended to release of such Pledged Collateral, as the case may beall Collateral subject to this Agreement.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 11 hereof shall survive any such termination) and the Commitments Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the Lenders satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will, subject to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Intercreditor Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released duly release from the Lien of this Agreement security interest created hereby and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee or any of its sub-agents hereunder and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the terms hereof, time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other Pledged Collateralthan an Uncertificated Security, proper documents Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and instruments (including UCC-3 termination financing statements or releases) acknowledging delivered by the termination hereof or the release issuer of such Pledged CollateralUncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, as “Termination Date” shall mean the case may bedate upon which (i) the TL Obligations Termination Date shall have occurred and (ii) all Intermediate Holdco Credit Document Obligations (other than those arising from indemnities for which no claim has been made) then owing have been paid in full.

Termination; Release. (a) When After the Termination Date (as defined below), this Agreement shall terminate (PROVIDED that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledgee, at the request and expense of the respective Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement as provided above, and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Membership Interest (other than an Uncertificated Security, Partnership Interest or Membership Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, "TERMINATION DATE" shall mean the date upon which the Total Commitment and all Secured Interest Rate Agreements have been terminated, no Note under the Credit Agreement is outstanding (and all Loans have been paid in full) and all other Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or arising from indemnities for which no request has been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bemade).

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement contingent obligations that have not then duematured) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementterminated, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be automatically released from the Lien of this Agreement. Within no more than 30 days In addition, the Pledged Collateral shall be released in accordance with the provisions of the Intercreditor Agreement. Upon the sale or disposition of any Pledged Collateral pursuant to a transaction permitted under the Credit Agreement to a person that is not a Pledgor hereunder, such Pledged Collateral shall be automatically released from notice to the Collateral Agent Lien of this Agreement. Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When This Security Agreement, the Lien in favor of the Agent (for the benefit of itself and the other Credit Parties) and all other security interests granted or otherwise held by Agent (for the benefit of itself and the other Credit Parties) shall automatically terminate without further action on the part of any Person, when (i) the Commitments shall have expired or been terminated and the L/C Issuer has no further obligation to issue Letters of Credit (as defined in the Credit Agreement) under the Credit Agreement, (ii) the principal of and interest on each Loan and all fees and other Secured Obligations shall have been paid in full in cash, and (other than inchoate indemnification and cost reimbursement obligations not then dueiii) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit (as defined in the Credit Agreement) shall have (A) expired or terminated and have been terminated reduced to zero, (B) been Cash Collateralized to the extent required by the Credit Agreement, or cash collateralized (C) been supported by another letter of credit in accordance a manner reasonably satisfactory to the L/C Issuer and the Agent, provided, however, that (A) this Security Agreement, the Lien in favor of the Agent (for the benefit of itself and the other Credit Parties) and all other security interests granted hereby shall be reinstated if at any time payment, or any part thereof, of any Secured Obligation is rescinded or must otherwise be restored by any Credit Party or any Grantor upon the bankruptcy or reorganization of any Grantor or otherwise, and (B) in connection with the provisions termination of this Security Agreement, the Agent may require such indemnities and collateral security as it shall reasonably deem necessary or appropriate to protect the Credit Parties against (x) loss on account of credits previously applied to the Secured Obligations that may subsequently be reversed or revoked, (y) any obligations that may thereafter arise with respect to the Other Liabilities, and (z) any Secured Obligations that may thereafter arise under Section 10.04 of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When On the Termination Date, this Agreement and the security interests created hereby shall automatically terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof and Section 6 of Annex N to the Secured U.S. Security Agreement shall survive any such termination), and the Pledgee, at the request and expense of any Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any monies at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security (other than an Uncertificated Security credited on the books of a Clearing Corporation), a Partnership Interest or a Limited Liability Company Interest, a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv). As used in this Agreement, “Termination Date” shall mean the date upon which the Total Commitments under the Credit Agreement have been terminated and all Interest Rate Agreements entered into with any Interest Rate Creditor have been terminated (or cash collateralized to the reasonable satisfaction of the Pledgee), no Note under the Credit Agreement is outstanding and all Loans thereunder have been repaid in full in cash in accordance with the terms thereof, all Letters of Credit issued under the Credit Agreement have been terminated (or cash collateralized in a manner satisfactory to the Administrative Agent), all Second Lien Obligations have been paid in full in cash (or defeased or discharged) in accordance with the terms thereof and all other than inchoate indemnification Obligations then due and cost reimbursement obligations not then duepayable have been paid in full in accordance with the terms thereof; provided, however, at such time as (x) all First Lien Obligations have been paid in full in cash in accordance with the terms thereof and the all Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with a manner satisfactory to the provisions Administrative Agent or (y) the First Lien Creditors have released their Liens on all of the Credit AgreementCollateral then, in either case, this Agreement and the security interests created hereby shall terminate. Upon termination terminate (provided that all indemnities set forth herein (including, without limitation, in Section 11 hereof) and in Section 6 of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice Annex N to the Collateral Agent of U.S. Security Agreement shall survive such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreementtermination) unless, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) preceding clause (x), any Event of Default under the Senior Secured Notes Indenture exists as may be in possession of the Collateral Agent date on which the First Lien Obligations are repaid in full and terminated as shall described in such clause (x), in which case the security interests created under this Agreement in favor of the Second Lien Creditors will not have been sold or otherwise applied pursuant be released except to the terms hereof, and, with respect extent the Collateral or any portion thereof was disposed of in order to any repay the First Lien Obligations (although the security interests created in favor of the Second Lien Creditors will be released when such Event of Default and all other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging Events of Default under the termination hereof or the release of such Pledged Collateral, as the case may beSenior Secured Notes Indenture cease to exist).

Termination; Release. (a) When all If the Secured Seller Obligations have been paid in full as of the Termination Date (as defined below), this Agreement and the security interest created hereby shall terminate, and the Collateral Agent, at the request and expense of the Pledgor, will execute and deliver to the Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to the Pledgor (without recourse and without any representation or warranty other than inchoate indemnification a representation that the Collateral Agent has not granted any lien on or security interest in the Collateral) such of the Collateral as may be in the possession of the Collateral Agent or any of its sub-agents and cost reimbursement obligations has not then due) and theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Collateral Agent or any of its sub-agents hereunder. As used in this Agreement, "Termination Date" shall mean the date upon which the Commitments of the Lenders to make any Loan and all Interest Rate Protection or to issue any Letter of Credit Other Hedging Agreements have been terminated, no Note under the Credit Agreement shall is outstanding (and all Loans have expired or been sooner terminated and repaid in full), all Letters of Credit have been terminated or cash collateralized and all Obligations then owing have been paid in accordance with the provisions full. If any Seller Obligations remain outstanding as of the Credit AgreementTermination Date, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release (x) Bankers Trust Company or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof successor thereto shall cease to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold be relieved of all obligations hereunder, (y) the Seller Agent shall become the Collateral Agent succeeding to all of the rights and obligations of Bankers Trust Company or otherwise applied pursuant its successor and (z) Bankers Trust company shall deliver to the terms hereof, and, with respect to any other Pledged Collateral, proper documents Seller Agent the certificates and instruments (including UCC-3 termination financing statements representing the Pledged stock and the Pledged Notes, together with any stock powers or releases) acknowledging other instruments of transfer then in the termination hereof or the release of such Pledged Collateral, as the case may beCollateral Agent's possession.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly release from the security interest created hereby and assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the terms hereofdate upon which the Total Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, andno Note (as defined in the Credit Agreement) or Letter of Credit is outstanding (other than Letters of Credit, together with respect to any other Pledged Collateral, proper documents all Fees that have accrued and instruments (including UCC-3 will accrue thereon through the stated termination financing statements or releases) acknowledging the termination hereof or the release date of such Pledged CollateralLetters of Credit, which have been supported in a manner satisfactory to the Letter of Credit Issuer as provided in the case may beCredit Agreement) and all other Obligations (other than indemnities described in Section 11 hereof and in Section 12.13 of the Credit Agreement which are not then due and payable) have been paid in full.

Termination; Release. (a) When all After the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementTermination Date, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral terminate (provided that all indemnities set forth herein including, without limitation, in Section 8.1 hereof shall be released from the Lien of this Agreement survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementAgent, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including UCC termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the terms hereofdate upon which the Total Commitment under the Credit Agreement has been terminated and all Covered Agreements entered into with any Other Creditor have been terminated, andno Note under the Credit Agreement is outstanding and all Loans thereunder have been repaid in full, with respect to all Letters of Credit issued under the Credit Agreement have been terminated and all Obligations (other than indemnities described herein and described in Section 12.01 of the Credit Agreement, and any other Pledged Collateralindemnities set forth in any other Credit Documents, proper documents in each case which are not then due and instruments (including UCC-3 termination financing statements or releasespayable) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bethen due and payable have been paid in full.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly release from the security interest created hereby and assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the terms hereofdate upon which the Total Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, andno Note (as defined in the Credit Agreement) or Letter of Credit is outstanding (other than Letters of Credit, together with respect to any other Pledged Collateral, proper documents all Fees that have accrued and instruments (including UCC-3 will accrue thereon through the stated termination financing statements or releases) acknowledging the termination hereof or the release date of such Pledged CollateralLetters of Credit, as which have been supported in a manner satisfactory to the case may beLetter of Credit Issuer in its sole and absolute discretion) and all other Obligations (other than indemnities described in Section 11 hereof and in Section 12.13 of the Credit Agreement which are not then due and payable) have been paid in full.

Termination; Release. (a) When all On the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementTermination Date, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral automatically terminate (provided that all indemnities set forth herein shall be released from survive any such termination) and the Lien of this Agreement the Pledgee granted hereunder shall automatically be released, and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee, if any. As used in this Agreement, “Termination Date” shall mean the earliest of (i) the date upon which the Total Commitments (as defined in the Credit Agreement) and the Commitments (as shall not defined in the Term Loan Agreement) have been sold or otherwise applied pursuant to terminated, and all Obligations (excluding (x) normal continuing indemnity obligations which survive in accordance with their terms, so long as no amounts are then due and payable in respect thereof, and (y) Letters of Credit that have been Cash Collateralized) have been indefeasibly paid in full, and (ii) the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releasesLeverage Release Date as defined in Section 5.10(c) acknowledging of the termination hereof or the release of such Pledged Collateral, as the case may beBank Facility Agreements.

Termination; Release. (a) When all After the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementTermination Date, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral terminate (provided that all indemnities set forth herein including, without limitation in Section 8.1 hereof, shall be released from the Lien of this Agreement survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementAgent, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including UCC termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, “Termination Date” shall mean the terms hereofdate upon which both (A) the Total Commitment under the Credit Agreement has been terminated, andno Note under the Credit Agreement is outstanding and all Loans thereunder have been repaid in full, all Letters of Credit issued under the Credit Agreement have been terminated and all other Credit Document Obligations then due and payable have been paid in full and (B) unless the respective Interest Rate Protection Agreements and Other Hedging Agreements specifically provide otherwise, all Interest Rate Protection Agreements and Other Hedging Agreements entered into with respect to any other Pledged Collateral, proper documents Other Creditor have been terminated and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beall Other Obligations then due and payable have been paid in full.

Termination; Release. This Security Agreement and the Security Interest shall terminate when all Commitments have expired or otherwise terminated and all Obligations then due and payable (aexcluding any contingent indemnification obligations and hedging obligations not related to the Credit Facility) When all the Secured Obligations have been finally and paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and in cash. Upon the Commitments effectiveness of any written consent to the release of the Lenders Security Interest in any Collateral pursuant to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Security Interest in such Collateral Agent shallshall be automatically released. Upon any sale, upon transfer or other disposition of Collateral permitted by the request and at Loan Documents (other than to a Loan Party), the sole cost and expense Security Interest in such Collateral shall be automatically released (other than to the extent any such sale, transfer or other disposition of such Collateral would, immediately after giving effect thereto, result in the receipt by such Grantor of any other property (whether in the form of Proceeds or otherwise) that would, but for the release of the PledgorsSecurity Interest therein pursuant to this clause, assignconstitute Collateral, transfer in which event the Lien created hereunder shall continue in such property). In addition, if any of the Pledged Equity Interests in any Subsidiary or subsidiary, as applicable, are sold, transferred or otherwise disposed of pursuant to a transaction permitted by the Loan Documents and, immediately after giving effect thereto, such Subsidiary or subsidiary, as applicable, would no longer be a Subsidiary or a subsidiary, as applicable, then the obligations of such Subsidiary or subsidiary, as applicable, under this Security Agreement and the Security Interest in the Collateral owned or rights in Collateral held by or on behalf of such Subsidiary or such subsidiary, as applicable, shall be automatically released. In connection with any termination or release pursuant to this Section, the Administrative Agent shall execute and deliver to Pledgorthe applicable Grantor, against receipt at such Grantor’s own cost and expense, all Uniform Commercial Code termination statements and similar documents that such Grantor may reasonably request to evidence such termination or release. Any execution and delivery of documents pursuant to this Article shall be without recourse to or warranty by the Collateral Administrative Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beSecured Party.

Termination; Release. (a) When all After the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementTermination Date, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral terminate (provided that all indemnities set forth herein including, without limitation, in Section 8.1 hereof shall be released from the Lien of this Agreement survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementAgent, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the terms hereofdate upon which the Total Revolving Loan Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, andno Note or Letter of Credit is outstanding (other than Letters of Credit, together with respect to any other Pledged Collateral, proper documents all Fees that have accrued and instruments (including UCC-3 will accrue thereon through the stated termination financing statements or releases) acknowledging the termination hereof or the release date of such Pledged CollateralLetters of Credit, as which have been supported in a manner satisfactory to the case may beLetter of Credit Issuer in its sole and absolute discretion) and all other Obligations (other than any indemnities described in Section 8.1 hereof and in Section 12.13 of the Credit Agreement which are not then due and payable) have been paid in full.

Termination; Release. (a) When After the Termination Date (as -------------------- defined below), this Agreement, the Guaranty and the security interests created hereby shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 3.14 hereof shall survive any such termination) the Secured Obligations have Collateral Agent, at the request and expense of any Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, including without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as has not theretofore been paid in full sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Collateral Agent or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertified Security (other than inchoate indemnification and cost reimbursement obligations not then due) and an Uncertificated Security credited on the Commitments books of a Clearing Corporation), a Partnership Interest or a Limited Liability Company Interest, a termination of the Lenders agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to make any Section 3.3(a)(ii) hereof or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv) hereof. As used in this Agreement, "Termination Date" shall mean the date upon which the Total ---------------- Revolving Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated Commitment and all Letters of Credit have been terminated and all Credit Facility Obligations and IRL Obligations have been paid in full; provided that (i) if on the Termination Date, any Additional Debt Agreement or cash collateralized Other Debt Agreements remain outstanding, or any Additional Debt Obligations or Other Debt Obligations remain unpaid and (ii) the Borrower and the holders of any such outstanding obligations described in accordance with clause (i) above appoint a replacement Collateral Agent to act as such hereunder, the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral Termination Date shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice extended to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver date agreed to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released parties described in this clause (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beii).

Termination; Release. (a) When On the [earlier of the Termination Date (as defined below) and the Trigger Date (as defined below)]1 [Termination Date (as defined below)]2, this Agreement and the security interest created hereby shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Secured Obligations Pledgee, at the request and expense of the Pledgor, will execute and deliver to the Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the security interest created hereby and assign, transfer and deliver to the Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of a Limited Liability Company Interest, a termination of the agreement relating thereto executed and delivered by the limited liability company pursuant to Section 3.2(a)(ii) hereof. As used in this Agreement, “Termination Date” shall mean the date upon which the Total Commitments under the Credit Agreement have been terminated and all Interest Rate Protection Agreements or Other Hedging Agreements entitled to the benefits of this Agreement have been terminated, no Note is outstanding (and all Loans have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and full), all Letters of Credit have been terminated (or cash collateralized in accordance a manner consistent with the provisions of the Credit Agreement), this Agreement and all other Obligations then due and payable have been paid in full [, and “Trigger Date” shall terminate. Upon termination of this Agreement mean the Pledged Collateral shall be released from date the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty Limited Liability Company Interests are transferred by the Collateral Agent except as Pledgor to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beNew Holdco]3.

Termination; Release. (a) When all of the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Revolving Commitments of and the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall Swingline Commitments have expired or been sooner terminated and all Letters of Credit issued under the Credit Agreement have been terminated or cash collateralized Cash Collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall automatically, and without any action by any party hereto, terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the Agreement. Upon any sale or other transfer by any Pledgor of any Pledged Collateral that is permitted under the Credit Agreement, or upon the effectiveness of any written consent to the release of the security interest granted hereby in accordance with or without any violation of Collateral pursuant to Section 7.5 10.01(b)(iii) of the Credit Agreement, the security interest in such Pledged Collateral shall be released from the Lien of this Agreementautomatically released. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Administrative Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Administrative Agent except as to the fact that the Collateral Administrative Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Administrative Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When After the Termination Date (as defined below), this Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 11 hereof shall survive any such termination) and the Commitments Pledgee, at the request and expense of the Lenders respective Pledgor, will promptly execute and deliver to make such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly release from the security interest created hereby and assign, transfer and deliver to such Pledgor (without recourse and without any Loan representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to issue any this Agreement. As used in this Agreement, "Termination Date" shall mean the date upon which the Aggregate Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, no promissory note or Letter of Credit under the Credit Agreement shall is outstanding (other than Letters of Credit, together with all fees that have expired or accrued and will accrue thereon through the stated termination date of such Letters of Credit, which have been sooner terminated secured in a manner satisfactory to the applicable Issuing Lenders in their sole and absolute discretion) and all Letters of Credit have been terminated or cash collateralized other Obligations (other than indemnities described in accordance with the provisions Section 11 hereof and in Section 12.05 of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement which are not then due and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a releasepayable) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.

Termination; Release. (a) When After the Termination Date, this Agreement shall terminate and the Collateral Agent, at the request and expense of the respective Assignor, will execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to such Assignor (without recourse and without any representation or warranty) such of the Collateral of such Assignor as may be in the possession of the Collateral Agent and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the date upon which the Total Commitment and all the Secured Obligations Interest Rate Protection Agreements and Other Hedging Agreements have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit terminated, no Note under the Credit Agreement shall is outstanding (and all Loans have expired or been sooner terminated and repaid in full), all Letters of Credit have been terminated and all Obligations then owing have been paid in full. (b) In the event that any part of the Collateral is sold or cash collateralized otherwise disposed of in connection with a sale or disposition permitted by Section 9.02 of the Credit Agreement or otherwise released at the direction of the Required Lenders (or all Lenders if required by Section 13.12 of the Credit Agreement) and the proceeds of such sale or sales or from such release are applied in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 4.02 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the extent <PAGE> 34 EXHIBIT H Page 29 required to be so applied, such Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions will be sold free and clear of the Credit Agreement, Liens created by this Agreement and the Collateral Agent shallAgent, upon at the request and at the sole cost and expense of the Pledgorseach Assignor, will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral as is then being (or any part thereof to be has been) so sold or released (in the case of a release) and as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold released pursuant to this Agreement. (c) At any time that an Assignor desires that the Collateral Agent take any action to acknowledge or otherwise applied give effect to any release of Collateral pursuant to the terms hereofforegoing Section 11.9 (a), andor (b), with respect it shall deliver to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or Collateral Agent a certificate signed by its senior officer stating that the release of the respective Collateral is permitted pursuant to Section 11.9(a) or (b). If requested by the Collateral Agent (although the Collateral Agent shall have no obligation to make any such Pledged Collateralrequest), each Assignor shall furnish appropriate legal opinions (from counsel acceptable to the Collateral Agent) to the effect set forth in the immediately preceding sentence. The Collateral Agent shall have no liability whatsoever to any Secured Creditor as the case may beresult of any release of Collateral by it as permitted by this Section 11.9. (d) The Collateral Agent shall have no liability whatsoever to any Secured Creditor as a result of any release of Collateral by it in accordance with this Section 11.9. 11.10.

Termination; Release. (ai) When This Agreement shall terminate and the Pledged Collateral shall be automatically released from the Lien of this Agreement when the Commitments have been terminated and the principal of and interest and premium (if any) on each Loan, all the Secured Obligations Fees and all other expenses or amounts payable under any Loan Document shall have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated canceled or cash collateralized have expired or have been Cash Collateralized and all amounts drawn thereunder have been reimbursed in accordance with full (other than contingent indemnification obligations for which no claim or demand has been made and that, pursuant to the provisions of the Credit AgreementAgreement or the Security Documents, this Agreement shall terminatesurvive the termination thereof). Upon termination of this Agreement hereof, the security interests granted hereby shall terminate and all rights to the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice revert to the Collateral Agent of Pledgor or to such release other person as may be entitled thereto pursuant to any Order or other applicable Legal Requirement. Upon termination hereof or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shallshall promptly, upon the written request and at the sole cost and expense of the PledgorsPledgor, assign, transfer and deliver to the Pledgor, against receipt and without recourse to or warranty of any kind (either express or implied) by the Collateral Agent (except as to the fact that the Collateral Agent has not encumbered assigned or otherwise transferred its security interest in the released assetsPledged Collateral), such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, with such endorsements or proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When all If this Agreement is terminated, Bank’s Lien in the Secured Collateral shall continue until the Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then dueindemnity obligations) are repaid in full in cash. Upon payment in full in cash of the Obligations (other than inchoate indemnity obligations) and at such time as Bank’s obligation to make Credit Extensions has terminated, Bank shall, at Borrower’s sole cost and expense, terminate its security interest in the Commitments Collateral and all rights therein shall revert to Borrower. In the event (a) all Obligations (other than inchoate indemnity obligations), except for Bank Services, are satisfied in full, and (b) this Agreement is terminated, Bank shall terminate the security interest granted herein upon Borrower providing cash collateral acceptable to Bank in its sole discretion for Bank Services, if any. In the event such Bank Services consist of outstanding Letters of Credit, Borrower shall provide to Bank cash collateral in an amount equal to at least (i) one hundred five percent (105%) of the Lenders to make any Loan or to issue any Letter face amount of Credit under the Credit Agreement shall have expired or been sooner terminated and all such Letters of Credit have been terminated or cash collateralized denominated in accordance with the provisions Dollars and (ii) one hundred fifteen percent (115%) of the Dollar Equivalent of the face amount of all such Letters of Credit Agreementdenominated in a Foreign Currency, this Agreement shall terminateplus, in each case, all interest, fees, and costs due or estimated by Bank to become due in connection therewith, to secure all of the Obligations relating to such Letters of Credit. Upon termination If any of this Agreement the Pledged Collateral shall be sold, transferred or otherwise disposed of by Borrower in a transaction permitted hereunder, such Collateral shall be automatically released from the Lien of this Agreement Liens created hereby, and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementBank, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the PledgorsBorrower, assign, transfer shall exercise and deliver to Pledgor, against receipt and without recourse Borrower all releases or other documents necessary or desirable to effectuate or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or evidence the release of the Liens created hereby on such Pledged Collateral, as the case may be.

Termination; Release. After the Termination Date, this Agreement and the security interest created hereby shall automatically terminate (aprovided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination), and the Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) When acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the security interest created hereby and, and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other than an Uncertificated Security, Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). • In the event that any part of the Collateral is sold or otherwise disposed of (to a Person other than a Credit Party in accordance with the Credit Agreement) or any other transaction expressly permitted by the Credit Agreement requires a release of the relevant Collateral (x) at any time prior to the time at which all the Secured Credit Document Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) all Commitments and the Commitments of the Lenders to make any Loan or to issue any Letter Letters of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated terminated, in connection with a sale or cash collateralized other disposition permitted by Section 10.02 of the Credit Agreement or is otherwise released at the direction of the Required Lenders (or all the Lenders if required by Section 13.12 of the Credit Agreement) or (y) at any time thereafter, to the extent permitted by the other Secured Debt Agreements, and in the case of clauses (x) and (y), the proceeds of such sale or disposition (or from such release) are applied in accordance with the provisions terms of the Credit Agreement or such other Secured Debt Agreement, this Agreement shall terminate. Upon termination of this Agreement as the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreementcase may be, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreementextent required to be so applied, the Collateral Agent shallPledgee, upon at the request and at the sole cost and expense of such Pledgor, will duly release from the Pledgorssecurity interest created hereby (and will execute and deliver such documentation, including termination or partial release statements and the like in connection therewith) and assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral as is then being (or any part thereof to has been) so sold or released and as may be released in the possession of the Pledgee (or, in the case of Collateral held by any sub-agent designated pursuant to Section 4 hereto, such sub-agent) and has not theretofore been released pursuant to this Agreement. • At any time that any Pledgor desires that Collateral be released as provided in the foregoing Section 19(a) or (b), it shall deliver to the Pledgee (and the relevant sub-agent, if any, designated pursuant to Section 4 hereof) a releasecertificate signed by an authorized officer of such Pledgor stating that the release of the respective Collateral is permitted pursuant to Section 19(a) or (b) hereof. • The Pledgee shall have no liability whatsoever to any other Secured Creditor as may be the result of any release of Collateral by it in possession of accordance with (or which the Collateral Agent and as shall not have been sold or otherwise applied pursuant in good faith believes to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releasesbe in accordance with) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bethis Section 19.

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations contingent liabilities not then due) due and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementpayable), this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementIndenture, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assetsAgent, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be, in form and substance reasonably satisfactory to the Collateral Agent. The Liens securing the Secured Obligations securing the Notes will be released, in whole or in part, as provided in Section 10.3 of the Indenture. The Liens securing Permitted Additional Pari Passu Obligations of any series will be released, in whole or in part, as provided in Additional Pari Passu Agreement governing such obligations. The Issuer shall provide the Collateral Agent with an Officers’ Certificate certifying that all conditions to the release of the Liens securing the Permitted Additional Pari Passu Obligations as set forth in the Additional Pari Passu Agreements have been satisfied.

Termination; Release. (a) When all On the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon terminate (provided that all indemnities set forth herein including, without limitation, in SECTION 11 hereof shall survive any such termination), and the Pledgee, at the request and expense of any Pledgor, will execute and deliver to such Pledgor a proper Instrument or Instruments acknowledging the satisfaction and termination of this Agreement the Pledged Collateral shall be released from the Lien (including, without limitation, UCC termination statements and Instruments of this Agreement satisfaction, discharge and/or reconveyance), and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, will duly assign, transfer and deliver to Pledgorsuch Pledgor (without recourse, against receipt and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the terms hereoftime held by the Pledgee or any of its nominees or sub-agents hereunder, and, with respect to any Collateral consisting of an Uncertificated Security (other Pledged Collateralthan an Uncertificated Security credited on the books of a Clearing Corporation), proper documents a Partnership Interest or a Limited Liability Company Interest, a termination of the agreement relating thereto executed and instruments (including UCC-3 termination financing statements or releases) acknowledging delivered by the termination hereof or the release issuer of such Pledged CollateralUncertificated Security pursuant to SECTION 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to SECTION 3.2(a)(iv). As used in this Agreement, as the case may beterm "TERMINATION DATE" shall mean the date upon which all of the Commitments, the Letter of Credit Commitment, the Letters of Credit and all Interest Rate Protection Agreements shall have terminated in full, no Notes are outstanding (and all Loans shall have been paid in full), and all Obligations have been paid in full and in cash.

Termination; Release. (a) When After the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledgee, at the request and expense of the respective Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement as provided above, and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee hereunder. As used in this Agreement, (i) "CA Termination Date" shall mean the date upon which the Total Commitment has been terminated, no Letter of Credit or Note under the Credit Agreement is outstanding and all other Credit Document Obligations have been paid in full in cash (other than arising from indemnities for which no request for payment has been made) and (ii) "Termination Date" shall mean the date upon which (x) the CA Termination Date shall have occurred and (y) if (but only if) a Notified Non-Credit Agreement Event of Default shall have occurred and be continuing on the CA Termination Date (and after giving effect thereto), either (I) such Notified Non-Credit Agreement Event of Default shall have been cured or waived by the requisite holders of the relevant Obligations subject to such Notified Non-Credit Agreement Event of Default or (II) all Secured Hedging Agreements (if any) giving rise to a Notified Non-Credit Agreement Event of Default shall have been terminated and all Obligations subject to such Notified Non-Credit Agreement Event of Default shall have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or arising from indemnities for which no request for payment has been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bemade).

Termination; Release. (a) When The Mortgaged Property and the Secured Obligations of the Mortgagor shall be released from the Lien of this Mortgage in accordance with the provisions of the Credit Agreement, including upon the transfer or Disposition of the Mortgaged Property in a manner not prohibited by the Credit Agreement. Furthermore, when all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and full, the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement Mortgage shall terminate. Upon termination of this Agreement Mortgage the Pledged Collateral Mortgaged Property shall be automatically released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this AgreementMortgage. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral Mortgaged Property or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent Mortgagee shall, upon the request and at the sole cost and expense of the PledgorsMortgagor, assign, transfer and deliver to Pledgorthe Mortgagor, against receipt and without recourse to or warranty by the Collateral Agent Mortgagee, except as to the fact that the Collateral Agent Mortgagee has not encumbered the released assets, such of the Pledged Collateral Mortgaged Property or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent Mortgagee and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged CollateralMortgaged Property, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged CollateralMortgaged Property, as the case may be.

Termination; Release. (a) When After the Termination Date, this Agreement and the security interest created hereby shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof and in Section 6 of Annex N to the Secured Security Agreement shall survive any such termination) and the Pledgee, at the request and expense of the respective Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any monies at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security (other than an Uncertificated Security credited on the books of a Clearing Corporation or a Securities Intermediary), a Partnership Interest or a Limited Liability Company Interest, a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) hereof or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv) hereof; provided, however, at such time as (x) all Bank Credit Document Obligations have been paid in full (other than inchoate indemnification in cash in accordance with the terms thereof and cost reimbursement obligations not then due) all Commitments and the Commitments of the Lenders to make any Loan or to issue any Letter Letters of Credit under the Bank Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions (y) each of the Credit AgreementBank Lender Creditors and the Other Creditors have released their Liens on all of the Collateral then, in either case, this Agreement and the security interests created hereby shall terminate. Upon termination terminate (provided that all indemnities set forth herein (including, without limitation, in Section 11 hereof) and in Section 6 of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice Annex N to the Collateral Agent of Security Agreement shall survive such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreementtermination) unless, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) preceding clause (x), any Event of Default under either the Note Credit Agreement or the Senior Secured Note Indenture exists as may be in possession of the Collateral Agent date on which the Bank Credit Document Obligations are repaid in full and terminated as shall described in such clause (x), in which case the security interests created under this Agreement in favor of the Note Lender Creditors and the Second Lien Creditors will not have been sold or otherwise applied pursuant be released except to the terms hereof, and, with respect extent the Collateral or any portion thereof was disposed of in order to any repay the First Lien Obligations (although the security interests created in favor of the Note Lender Creditors and the Second Lien Creditors will be released when such Event of Default and all other Pledged Collateral, proper documents Events of Default under the Note Credit Agreement and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beSenior Secured Note Indenture cease to exist).

Termination; Release. (a) When all the Secured Obligations have been indefeasibly paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments or all of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement Mortgaged Property shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall otherwise be released from the Lien of this Agreement and upon Mortgage pursuant to the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementIndenture, such Pledged Collateral shall be released from the Lien of this AgreementMortgage shall terminate. Within no more than 30 days from notice to Upon termination of the Collateral Agent of such release Lien hereof or any release of Pledged Collateral the Mortgaged Property or any part portion thereof in accordance with the provisions (whether arising from a sale of the Credit AgreementMortgaged Property or otherwise), the Collateral Agent Mortgagee shall, upon the request and at the sole cost and expense of the PledgorsMortgagor, forthwith assign, transfer and deliver to Pledgorthe Mortgagor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assetsMortgagee, such of the Pledged Collateral or any part thereof Mortgaged Property to be released (in the case of a release) as may be in possession of the Collateral Agent Mortgagee and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged CollateralMortgaged Property, proper documents and instruments (including UCC-3 termination financing statements statements, releases or releasesassignments of Mortgages) acknowledging the termination of the Lien hereof or the assignment or release of such Pledged CollateralMortgaged Property, as the case may be. In the case of any such assignment, the terms of the same shall be without recourse to Mortgagee and without any representation or warranty (express, implied or otherwise) on behalf of Mortgagee, and Mortgagee shall not enter into or issue any other estoppels, agreements or other instruments in connection therewith. As a condition precedent to providing such assignment, Mortgagor shall pay all of Mortgagee’s out-of-pocket costs and expenses in connection therewith (including reasonable attorneys’ fees).

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit This Agreement shall have expired or been sooner terminated terminate and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement when the Commitments have been terminated and upon the sale by principal of and interest and premium (if any) on each Loan, all Fees and all other expenses or amounts payable under any Pledgor of any Pledged Collateral Loan Document shall have been paid in accordance with or without any violation of Section 7.5 full (other than contingent indemnification obligations that, pursuant to the provisions of the Credit AgreementAgreement of the Security Documents, such survive the termination thereof) and all Letters of Credit have been canceled or have expired and all amounts drawn thereunder have been reimbursed in full. Upon termination hereof, the security interests granted hereby shall terminate and all rights to the Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice revert to the Collateral Agent of applicable Pledgor or to such release other person as may be entitled thereto pursuant to any Order or other applicable Legal Requirement. Upon termination hereof or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shallshall promptly (and in any event within 10 Business Days), upon the written request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgorthe Pledgors, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered assigned or otherwise transferred its security interest in the released assetsPledged Collateral, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (ax) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral automatically terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall be released from survive any such termination) and the Lien of this Agreement the Pledgee granted hereunder shall automatically be released, and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as Pledgee, if any. As used in this Agreement, “Termination Date” shall not mean the earliest of (i) the date upon which the Commitments have been sold terminated, and all Loan Document Obligations (excluding (x) normal continuing indemnity obligations which survive in accordance with their terms, so long as no amounts are then due and payable in respect thereof, and (y) Letters of Credit that have been Cash Collateralized or otherwise applied for which a back-to-back letter of credit has been provided) have been indefeasibly paid in full, (ii) the Release Date as defined in Section 6.14(d) of the Credit Agreement (but subject to any deferral requested by the Company pursuant to the terms next to last sentence of Section 6.14(d) of the Credit Agreement and the applicable provisions hereof), and, (iii) the date upon which the Collateral Agent releases the Collateral in accordance with respect the Credit Agreement and (iv) the date upon which the Loan Documents are amended to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beall Collateral subject to this Agreement.

Termination; Release. (a) When all the Secured Obligations have been paid in full in cash (other than inchoate indemnification and cost reimbursement obligations (A) contingent liabilities not then duedue and payable and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the appl i cable Cash Management Bank o r Hedge Bank shall have been made) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated term i nated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions pr o visions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released r e leased from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Administrative Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Administrative Agent except as to the fact that the Collateral Administrative Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Administrative Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be. To the extent the Required Lenders waive the provisions of Section 7.05 of the Credit Agreement with respect to the sale of any Pledged Collateral, or any Pledged Collateral is sold as permitted by Section 7.05 of the Credit Agreement, such Pledged Collateral (unless sold to a Loan Party) shall be sold free and clear of the Liens created by this Agreement, and the Administrative Agent shall take all actions it deems appropriate in order to effect the foregoing.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Secured Obligations Pledgee, at the request and expense of the respective Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security (other than an Uncertificated Security credited on the books of a Clearing Corporation), a Partnership Interest or a Limited Liability Company Interest, a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv). As used in this Agreement, "Termination Date" shall mean the date upon which the Total Revolving Commitments and all Interest Rate Agreements have been terminated, no Letter of Credit or Note is outstanding (and all Revolving Loans have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and full), all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementterminated, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request all other Obligations then due and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not payable have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.

Termination; Release. (a) When This Agreement shall create a continuing pledge, assignment of hypothecation of and security interest in the Collateral and shall remain in full force and effect until no Lender shall have any Commitment outstanding and until the Notes, together with interest, and all the other Secured Obligations are indefeasibly paid in full in cash. This Agreement shall terminate when all Secured Obligations have been indefeasibly paid in full (other than inchoate indemnification in cash and cost reimbursement obligations not then due) all Commitments have been terminated, and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementAdministrative Agent, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost written request and expense of the PledgorsBorrower, will promptly authorize, execute and deliver, as applicable, to the Borrower the proper instruments (which may include Uniform Commercial Code termination statements on form UCC-3) acknowledging the termination of this Agreement, and will promptly duly assign, transfer and deliver to Pledgordeliver, against receipt (without recourse and without recourse to any representation or warranty by warranty) free from any interest of the Collateral Administrative Agent except as to the fact that the Collateral Agent has not encumbered the released assets, or Lien granted hereunder such of the Pledged Assignment Revenues or Assignment Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent Administrative Agent, in accordance with the Intercreditor Agreement or, if the OPMW Second Lien Documents shall have terminated pursuant to the terms thereof, to the Borrower, and as shall has not have theretofore been sold or otherwise applied or released pursuant to the terms hereof, and, this Agreement together with respect such notices to third parties as may be necessary to countermand any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may benotices previously sent to them pursuant hereto.

Termination; Release. (a) When This Agreement shall terminate and the Pledged Collateral shall be automatically released from the Lien of this Agreement when the Commitments have been terminated and the principal of and interest and premium (if any) on each Loan, all the Secured Obligations Fees and all other expenses or amounts payable under any Term Loan Document shall have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated canceled or cash collateralized have expired or have been Cash Collateralized and all amounts drawn thereunder have been reimbursed in full (other than contingent indemnification obligations for which no claim or demand has been made and that, pursuant to the provisions of the Credit Agreement or the Security Documents, survive the termination thereof). Upon termination hereof, the security interests granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the applicable Pledgor or to such other person as may be entitled thereto pursuant to any Order or other applicable Legal Requirement. Upon termination hereof or any release of Pledged Collateral in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement subject to the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 terms of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Intercreditor Agreement, the Collateral Agent shallshall promptly, upon the written request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgorthe Pledgors, against receipt and without recourse to or warranty of any kind (either express or implied) by the Collateral Agent (except as to the fact that the Collateral Agent has not encumbered assigned or otherwise transferred its security interest in the released assetsPledged Collateral), such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, with such endorsements or proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Secured Obligations Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the security interest created hereby and assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee or any of its sub-agents hereunder and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other than an Uncertificated Security, Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, “Termination Date” shall mean the date upon which the Total Commitment under the Credit Agreement has been terminated and all Interest Rate Protection Agreements and Other Hedging Agreements entitled to the benefits of this Agreement have been terminated, no Note issued pursuant to the Credit Agreement is outstanding and all Loans made thereunder have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and full, all Letters of Credit have been terminated or cash collateralized in accordance with a manner reasonably satisfactory to the provisions Pledgee, and all other Obligations (other than indemnities described in Section 11 hereof and described in Section 13.01 of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of other indemnities set forth in any Pledged Collateral other Security Documents, in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request each case which are not then due and at the sole cost payable) then due and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not payable have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations (A) contingent liabilities not then duedue and payable and (B) obligations and liabilities under Secured Cash Management Agreements and Secured Hedge Agreements as to which arrangements satisfactory to the applicable Cash Management Bank of Hedge Bank shall have been made) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Administrative Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Administrative Agent except as to the fact that the Collateral Administrative Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Administrative Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be. To the extent the Required Lenders waive the provisions of Section 7.05 of the Credit Agreement with respect to the sale of any Pledged Collateral, or any Pledged Collateral is sold as permitted by Section 7.05 of the Credit Agreement, such Pledged Collateral (unless sold to a Company and only to the extent that the Lien of the Second Lien Secured Parties on such Pledged Collateral is released on the same terms) shall be sold free and clear of the Liens created by this Agreement, and the Administrative Agent shall take all actions it deems appropriate in order to effect the foregoing.

Termination; Release. (a) When all It is expressly acknowledged and agreed that the Liens and security interests granted under this Agreement for the benefit of the Secured Obligations have been paid in full Creditors (other than inchoate indemnification and cost reimbursement obligations not then duei) and prior to the Commitments Lien Termination Date, (x) shall be released by the Pledgee, without the necessity of the Lenders to make consent of any Loan or to issue Secured Creditor, upon the consummation of any Letter transaction permitted by Section 7.03 of Credit under the Credit Agreement shall have expired (including as permitted pursuant to any amendment or been sooner terminated and all Letters of Credit have been terminated or cash collateralized waiver to Section 7.03 in accordance with the provisions terms of the Credit Agreement), but in each case only with respect to that portion of the Pledged Collateral subject to such transaction and not including the proceeds thereof, and (y) may be released by the Pledgee, with the consent of the Majority Lenders or, to the extent required by Section 11.01(a)(i) of the Credit Agreement, this Agreement shall terminate. Upon termination with the consent of this Agreement each of the Lenders, with respect to all or any portion of the Pledged Collateral and (ii) shall be released from on the Lien Termination Date with respect to all of the Pledged Collateral pursuant to paragraph (b) of this Agreement Section 27. Upon any release of the type described in the immediately preceding sentence, the Pledgee shall, at the request of the Pledgor and upon at the sale by any Pledgor expense of any the Borrower, release the Pledged Collateral in accordance with being released and execute and deliver to the Pledgor such instrument or without any violation instruments acknowledging the release of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from this Agreement as reasonably requested by the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementPledgor, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, will duly assign, transfer and deliver to Pledgor, against receipt the Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof that is to be released (as described above and is in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bePledgee.

Termination; Release. (a) When After the Termination Date, this Agreement and the security interest created hereby shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof and in Section 6 of Annex L to the Secured Security Agreement shall survive any such termination), and the Pledgee, at the request and expense of any Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any monies at the time held by the Pledgee or any of its sub-agents hereunder. As used in this Agreement, "Termination Date" shall mean the date upon which the Total Commitment and all Interest Rate Protection Agreements and Other Hedging Agreements entered into with Other Creditors have been terminated, no Note under the Credit Agreement is outstanding (and all Loans have been repaid in full in cash in accordance with the terms thereof), all Letters of Credit have been terminated, all outstanding Additional First Lien Debt Obligations have been paid in full in cash in accordance with the terms thereof, all Second Lien Obligations have been paid in full in cash in accordance with the terms thereof and all other Obligations then due and payable have been paid in full in cash in accordance with the terms thereof; provided, however, at such time as (other than inchoate indemnification x) all First Lien Obligations have been paid in full in cash in accordance with the terms thereof and cost reimbursement obligations not then due) all Commitments and the Commitments of the Lenders to make any Loan or to issue any Letter Letters of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit commitments under the Additional First Lien Debt Documents have been terminated or cash collateralized in accordance with (y) the provisions First Lien Creditors have released their Liens on all of the Credit AgreementCollateral then, in either case, this Agreement and the security interests created hereby shall terminate. Upon termination terminate (provided that all indemnities set forth herein (including, without limitation, in Section 11 hereof) and in Section 6 of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice Annex L to the Collateral Agent of Security Agreement shall survive such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreementtermination) unless, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) preceding clause (x), any Event of Default under the Senior Secured Note Indenture exists as may be in possession of the Collateral Agent date on which the First Lien Obligations are repaid in full and terminated as shall described in such clause (x), in which case the security interests created under this Agreement in favor of the Second Lien Creditors will not have been sold or otherwise applied pursuant be released except to the terms hereof, and, with respect extent the Collateral or any portion thereof was disposed of in order to any repay the First Lien Obligations (although the security interests created in favor of the Second Lien Creditors will be released when such Event of Default and all other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging Events of Default under the termination hereof or the release of such Pledged Collateral, as the case may beSenior Secured Note Indenture cease to exist).

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate and the security interests granted hereby shall be released automatically (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Secured Obligations Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee or any of its sub-agents hereunder and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other than an Uncertificated Security, Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, "Termination Date" shall mean the date upon which the Commitments under the Credit Agreement have been terminated, no Letter of Credit or Note (as defined in the Credit Agreement) is outstanding (and all Loans have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and full), all Letters of Credit have been terminated or cash collateralized terminated, and all other Credit Document Obligations (other than indemnities described in accordance with the provisions Section 11 hereof and described in Section 13.01 of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of other indemnities set forth in any Pledged Collateral other Security Documents, in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request each case which are not then due and at the sole cost payable) then due and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not payable have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement and the security interest created hereby shall automatically terminate (provided that all indemnities set forth in Section 11 hereof shall survive any such termination), and the Secured Obligations Pledgee, at the request and expense of the respective Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC financing statement amendments and instruments of satisfaction, discharge and/or reconveyance) and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as has not theretofore been sold or otherwise applied or delivered pursuant to this Agreement, together with any undated stock, partnership or membership powers with respect thereto and together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder. As used in this Agreement, “Termination Date” shall mean the date upon which the Total Commitment have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit terminated, no Note under the Credit Agreement shall is outstanding (and all Loans have expired or been sooner terminated and repaid in full), all Letters of Credit have been terminated or cash collateralized (other than Letters of Credit, together with all fees that have accrued and will accrue thereon through the stated termination date of such Letter of Credit, which have been supported in accordance with a manner satisfactory to the provisions issuer of the Letter of Credit in its sole and absolute discretion) and all Obligations then outstanding (other than contingent indemnification obligations described in Section 11 hereof and Section 12.4 of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releaseswhich no claim has been asserted) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may behave been irrevocably paid in full in cash.

Termination; Release. (a) When all Immediately after the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly release from the security interest created hereby and assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the terms hereofdate upon which the Total Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, andno Note (as defined in the Credit Agreement) or Letter of Credit is outstanding (other than Letters of Credit, together with respect to any other Pledged Collateral, proper documents all Fees that have accrued and instruments (including UCC-3 will accrue thereon through the stated termination financing statements or releases) acknowledging the termination hereof or the release date of such Pledged CollateralLetters of Credit, as which have been supported in a manner satisfactory to the case may beLetter of Credit issuer in its sole and absolute discretion) and all other Obligations (other than indemnities described in Section 11 hereof and in Section 12.13 of the Credit Agreement which are not then due and payable) have been paid in full.

Termination; Release. (a) When After the Termination Date, this -------------------- Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 6.1 hereof shall survive such termination) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementCollateral Agent, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the terms hereofdate upon which the Total Commitment and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, andno Note or Letter of Credit is outstanding (other than Letters of Credit, together with respect to any other Pledged Collateral, proper documents all Fees that have accrued and instruments (including UCC-3 will accrue thereon through the stated termination financing statements or releases) acknowledging the termination hereof or the release date of such Pledged CollateralLetters of Credit, as which have been supported in a manner satisfactory to the case may beLetter of Credit Issuer in its sole and absolute discretion) and all other Obligations (other than any indemnities described in Section 6.1 hereof and in Section 14.01 of the Credit Agreement which are not then due and payable) have been paid in full.

Termination; Release. (a) When all On the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementTermination Date, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral automatically terminate (provided that all indemnities set forth herein including in Section 7.1 hereof, shall be released from the Lien of this Agreement survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementAgent, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Grantor, will promptly execute and deliver to such Grantor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3 and releases to be filed and the United States Patent and Trademark Office and the United States Copyright Office) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Grantor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold in accordance with this Agreement, the other Credit Documents or applicable law, or otherwise applied or released pursuant to this Agreement, the terms hereofother Credit Documents or applicable law; without limiting the foregoing, andon the Termination Date all security interests and liens granted under this Agreement shall automatically and unconditionally terminate. As used in this Agreement, “Termination Date” shall mean the date upon which the Total Commitments under the Credit Agreement have been terminated and the Loans, Notes (together with respect to interest thereon), fees and other Credit Document Obligations (other than indemnities described in Section 7.1 hereof and described in Section 13.01 of the Credit Agreement that, in either case, are not then due and payable or any other Pledged Collateral, proper documents contingent obligation not then due and instruments (including UCC-3 termination financing statements or releasespayable) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may behave been paid in full.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement and the security interest created hereby shall automatically terminate and be released (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Secured Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any monies at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of a Partnership Interest or a Limited Liability Company Interest (other than a Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such partnership or limited liability company pursuant to Section 3.2(a)(ii). As used in this Agreement, ‘Termination Date” shall mean the date upon which all Commitments under the Credit Agreement have been terminated and all Loans thereunder have been repaid in full, all Letters of Credit issued under the Credit Agreement have been terminated or cash collateralized on terms acceptable to the Issuing Lender or other arrangements acceptable to the Issuing Lender have been made pursuant to which the Issuing Lender has agreed such Letters of Credit are no longer outstanding for purposes of the Credit Agreement, and all Obligations then due and payable have been paid in full (other than inchoate indemnification and cost reimbursement (x) contingent obligations not then dueyet due and payable and (y) and the Commitments of the Lenders to make any Loan Cash Management Obligations or to issue any Letter of Credit Obligations under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beSecured Hedge Agreements).

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit This Agreement shall have expired or been sooner terminated terminate and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor payment in full of any Pledged Collateral in accordance with or without any violation of Section 7.5 all of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice Secured Obligations or with respect to the Collateral Agent of such release Indenture Obligations, upon Legal Defeasance or any release of Pledged Collateral or any part thereof Covenant Defeasance in accordance with the provisions of the Credit Indenture, satisfaction and discharge of the Indenture in accordance with the provisions of the Indenture or otherwise in accordance with the Indenture. Subject to the Intercreditor Agreement, a Pledgor shall automatically be released from its obligations hereunder and the security interests and the Liens resulting from this Agreement in the Collateral and the Liens resulting from this Agreement of such Pledgor shall be automatically released upon the consummation of any transaction or series of transactions permitted by the Indenture as a result of which all of the Equity Interests of such Pledgor have been disposed of to a Person other than another Pledgor or Subsidiary thereof. Upon termination hereof, the security interests granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the applicable Pledgor or to such other person as may be entitled thereto pursuant to any Legal Requirement. Upon termination hereof or any disposition or release of Pledged Collateral or the release of a Pledgor, in each case, in accordance with the provisions of the Indenture, subject to the terms of the Intercreditor Agreement, the Collateral Agent shallshall promptly, upon the written request and at the sole cost and expense of the Pledgors, (i) assign, transfer and deliver to Pledgorthe Pledgors, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered assigned or otherwise transferred its security interest in the released assetsPledged Collateral, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, with such endorsements or proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bebe and (ii) take any other action (at the expense of the Pledgors) reasonably requested to effectuate or evidence such termination or release. In addition the Collateral Agent will release automatically without the need for any further action by any Person, from the Lien created by the Collateral Documents (i) Collateral that is sold, transferred, disbursed or otherwise disposed of to a Person other than to a Pledgor to the extent such sale, transfer, disbursement or disposition is not prohibited by the provisions of the Indenture; provided that any products or proceeds received by the Issuer or a Guarantor in respect of any such Collateral shall continue to constitute Collateral to the extent required by the Indenture and the Collateral Documents; (ii) the property and assets of a Pledgor upon the release of such Pledgor from its Note Guarantee in accordance with the terms of the Indenture; (iii) any property or asset of a Pledgor that is or becomes Excluded Property; and (iv) to the extent required by the Intercreditor Agreement; provided, however, that notwithstanding any other provision of the Indenture or the Collateral Documents, Liens securing all or substantially all of the Collateral may be released only pursuant to the terms of the first sentence of this Section 11.4.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral terminate (provided that all indemnities set forth herein including, without limitation, in Section 9.1 hereof shall be released from the Lien of this Agreement survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementAgent, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including UCC termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, “Termination Date” shall mean the earlier to occur of (x) the date upon which (i) the Non-Existing Senior Subordinated Secured Notes Obligations Termination Date shall have occurred and (ii) if (but only if) an Event of Default under, and as defined in, the Existing Senior Subordinated Secured Notes Indenture exists on the Non-Existing Senior Subordinated Secured Notes Obligations Termination Date, all Existing Senior Subordinated Secured Notes Obligations (other than those arising from indemnities for which no claim has been made) then owing have been indefeasibly paid in full (or defeased in accordance with the terms hereofof the Existing Senior Subordinated Secured Notes Indenture) and (y) that date upon which the Required Secured Creditors shall have released all of the Collateral pledged hereunder in accordance with the requirements of Section 11.8(b) or (c) below. For the avoidance of doubt, andupon repayment in full of the Existing Senior Subordinated Secured Notes Obligations or termination of the Existing Senior Subordinated Secured Notes Documents, with respect to the security rights of the Existing Senior Subordinated Secured Notes Creditor in the Collateral shall be automatically released and discharged (without any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may befurther action required).

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit This Agreement shall have expired or been sooner terminated terminate and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement when the Commitments have been terminated and upon the sale by principal of and interest and premium (if any) on each Loan, all Fees and all other expenses or amounts payable under any Pledgor of any Pledged Collateral Loan Document shall have been paid in accordance with or without any violation of Section 7.5 full (other than contingent indemnification obligations that, pursuant to the provisions of the Credit AgreementAgreement of the Security Documents, such survive the termination thereof) and all Letters of Credit have been canceled or have expired and all amounts drawn thereunder have been reimbursed in full. Upon termination hereof, the security interests granted hereby shall terminate and all rights to the Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice revert to the Collateral Agent of applicable Pledgor or to such release other person as may be entitled thereto pursuant to any Order or other applicable Legal Requirement. Upon termination hereof or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shallshall promptly (and in any event within 10 Business Days), upon the written request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgorthe Pledgors, against receipt and without recourse to or warranty by the Collateral Agent Agent, except as to the fact that the Collateral Agent has not encumbered assigned or otherwise transferred its security interest in the released assetsPledged Collateral, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereofhereof and the other Transaction Documents, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be. If at any time any payment (in whole or in part) of any Secured Obligations is invalidated, declared to be fraudulent or preferential, set aside, rescinded or must otherwise be restored by any Secured Party, this Agreement shall continue to be effective or be reinstated, as the case may be, all as though such payment had not been made.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof and in Section 6 of Annex N to the Secured Security Agreement shall survive any such termination) and the Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the security interest created hereby and assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other than an Uncertificated Security, Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, “Termination Date” shall mean the date upon which all Credit Document Obligations (other than those arising for indemnities for which no request has been made) have been paid in full (other than inchoate indemnification full, all Commitments and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter Letters of Credit under the Credit Agreement shall have expired or been sooner terminated terminated, and all Letters of Credit have been terminated or cash collateralized in accordance with Interest Rate Protection Agreements and Other Hedging Agreements entitled to the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination benefits of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beterminated.

Termination; Release. (a) When After the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledgee, at the request and expense of the respective Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement as provided above, and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee hereunder. As used in this Agreement, (i) "CA Termination Date" shall mean the date upon which the Total Commitment has been terminated, no Letter of Credit or Note under the Credit Agreement is outstanding and all other Credit Document Obligations have been paid in full in cash (other than arising from indemnities for which no request for payment has been made) and (ii) "Termination Date" shall mean the date upon which (x) the CA Termination Date shall have occurred and (y) if (but only if) a Notified Non-Credit Agreement Event of Default shall have occurred and be continuing on the CA Termination Date (and after giving effect thereto), either (I) such Notified Non-Credit Agreement Event of Default shall have been cured or waived by the requisite holders of the relevant Obligations subject to such Notified Non-Credit Agreement Event of Default or (II) all Secured Credit Card Agreements and Secured Hedging Agreements (if any) giving rise to a Notified Non-Credit Agreement Event of Default shall have been terminated and all Obligations subject to such Notified Non-Credit Agreement Event of Default shall have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or arising from indemnities for which no request for payment has been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bemade).

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date, this Agreement (or, to the extent any other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders Security Document requires termination or releases thereunder to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized occur in accordance with the provisions of the Credit this Agreement, this Agreement such other Security Document) shall terminate. Upon termination of this Agreement terminate and the Pledged Collateral security interests granted hereby shall be released from the Lien of this Agreement automatically (provided that all indemnities set forth herein including, without limitation in Section 8.1 hereof, shall survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release (or, to the extent any other Security Document requires termination or any release of Pledged Collateral or any part thereof releases thereunder to occur in accordance with the provisions of the Credit this Agreement, the Collateral Agent shallcollateral agent or mortgagee under such other Security Document), upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor (or, to the extent any other Security Document requires termination or releases thereunder to occur in accordance with the provisions of this Agreement, the pledgor, transferor, mortgagor or other corresponding party under such other Security Document), will promptly execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent or any of its sub-agents hereunder and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, “Termination Date” shall mean the terms hereofdate upon which all of the Commitments under the DIP Credit Agreement have been terminated, and, with respect to any other Pledged Collateral, proper documents no Note under the DIP Credit Agreement is outstanding and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beall Loans thereunder have been repaid in full and all DIP Credit Document Obligations then due and payable have been paid in full.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral terminate (provided that all indemnities set forth herein including, without limitation, in Section 9.1 hereof shall be released from the Lien of this Agreement survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementAgent, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the earlier to occur of (x) the date upon which (i) the Non-Senior [Subordinated] Secured Notes Obligations Termination Date shall have occurred and (ii) if (but only if) an Event of Default under, and as defined in, the Senior [Subordinated] Secured Notes Indenture exists on the Non-Senior [Subordinated] Secured Notes Obligations Termination Date, all Senior [Subordinated] Secured Notes Obligations (other than those arising from indemnities for which no claim has been made) then owing have been indefeasibly paid in full (or defeased in accordance with the terms hereof, and, of the Senior [Subordinated] Secured Notes Indenture) and (y) that date upon which the Required Secured Creditors shall have released all of the Collateral pledged hereunder in accordance with respect to any other Pledged Collateral, proper documents and instruments the requirements of Section 11.8(b) or (including UCC-3 termination financing statements or releasesc) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bebelow.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral terminate (provided that all indemnities set forth herein including, without limitation, in Section 9.1 hereof shall be released from the Lien of this Agreement survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementAgent, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including UCC termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the earlier to occur of (x) the date upon which (i) the Non-Existing Senior Subordinated Secured Notes Obligations Termination Date shall have occurred and (ii) if (but only if) an Event of Default under, and as defined in, the Existing Senior Subordinated Secured Notes Indenture exists on the Non-Existing Senior Subordinated Secured Notes Obligations Termination Date, all Existing Senior Subordinated Secured Notes Obligations (other than those arising from indemnities for which no claim has been made) then owing have been indefeasibly paid in full (or defeased in accordance with the terms hereof, and, of the Existing Senior Subordinated Secured Notes Indenture) and (y) that date upon which the Required Secured Creditors shall have released all of the Collateral pledged hereunder in accordance with respect to any other Pledged Collateral, proper documents and instruments the requirements of Section 11.8(b) or (including UCC-3 termination financing statements or releasesc) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bebelow.

Termination; Release. (a) When This Agreement shall continue in effect (notwithstanding the fact that from time to time there may be no Obligations outstanding) until (such occurrence being the “Termination Date”) the earlier of (i) the time at which all of the Secured Obligations have been paid in full (other than inchoate any contingent obligations not then due and indemnification and cost reimbursement obligations not then due) and (ii) the Commitments consummation of the Lenders to make any Loan or to issue any Letter of Credit under Exchange Agreement Closing. Upon the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions occurrence of the Credit AgreementTermination Date, this Agreement the Holder shall terminate. Upon forthwith cause the satisfaction, discharge and termination of this Agreement and the Pledged Liens granted hereunder (subject to Section 7.8) and shall prepare and record any and all termination statements as may be appropriate to terminate all financing statements and other filings made in connection with the Liens granted hereunder. (b) If any of the Collateral shall be released from sold, transferred or otherwise disposed of by the Lien of Grantor in a transaction permitted by this Agreement or the Note, the security interest created hereby in any Collateral that is so sold, transferred or otherwise disposed of shall automatically terminate and be released upon the sale by any Pledgor closing of any Pledged Collateral in accordance with such sale, transfer or without any violation of Section 7.5 of the Credit Agreementother disposition, and such Pledged Collateral shall be released from sold free and clear of the Lien of this Agreement. Within no more than 30 days from notice and security interest created hereby; provided that, to the Collateral Agent extent required by this Agreement or the Note, the Holder shall have consented to such sale, transfer or other disposition; provided, further, that such security interest will continue to attach to all proceeds of such release sales, transfers or other dispositions except to the extent such proceeds are the subject of any release of Pledged Collateral such sale, assignment, transfer or disposition or as otherwise consented to by Holder. (c) In connection with any part thereof in accordance with the provisions of the Credit Agreementforegoing, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer Holder shall execute and deliver to Pledgorthe Grantor or the Grantor’s designee, against receipt at the Grantor’s expense, all UCC termination statements and similar documents that the Grantor shall reasonably request from time to time to evidence such termination. Any execution and delivery of termination statements or documents pursuant to this Section 7.12 shall be without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may beHolder. 7.13.

Termination; Release. After the Termination Date (adefined below), this Agreement shall terminate and the Administrative Agent, at the request and expense of the Pledgors, will promptly execute and deliver to each Pledgor a proper instrument or instruments (including Uniform Commercial Code termination statements on Form UCC-3) When acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to each Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Administrative Agent and which has not theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, “Termination Date” shall mean the date of expiration of all applicable preference periods following the date upon which all of the Secured Obligations have been paid paid. So long as (A) no Default or Event of Default has occurred and is continuing and (B) no Borrowing Base imbalance described in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments Section 3.2.1 of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired exists, upon (i) the sale or been sooner terminated and all Letters other disposition of any part of the Collateral that is not prohibited by the Credit have been terminated Agreement or cash collateralized any other Loan Document, (ii) any Proceeds in accordance connection with the provisions acquisition of any property or to pay any fees, costs and expenses of any Person, (iii) the release of any part of the Credit AgreementCollateral at the direction of the Administrative Agent or (iv) the pledge by any Pledgor of the Voting Stock and/or Capital Stock of any Securitization Entity in connection with a Permitted Securitization, this Agreement shall terminate. Upon termination of this Agreement the Pledged such Collateral shall automatically be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this AgreementAgreement shall be terminated with respect to such Collateral. Within no more than 30 days from notice to the Collateral Agent of such release or Upon and after any release of Pledged Collateral or any part thereof and all releases contemplated in accordance with the provisions of the Credit Agreementtwo immediately preceding paragraphs, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgors, assign, transfer the Administrative Agent will execute and deliver to Pledgorsuch documentation, against receipt including termination or partial release statements, a release letter and any similar documentation (without recourse and without recourse any representation or warranty) to evidence such release(s) or warranty by otherwise in connection therewith; provided that, upon request of the Collateral Agent except as Administrative Agent, each Pledgor shall deliver to the fact Administrative Agent a certificate signed by an authorized officer of such Pledgor stating that the Collateral Agent has not encumbered the released assets, such each release of the Pledged respective Collateral is permitted pursuant to this Section 25.8. The Administrative Agent shall have no liability whatsoever to any Lender as the result of any release of Collateral by it in accordance with (or any part thereof which the Administrative Agent in the absence of gross negligence and willful misconduct believes to be released (in the case of a releaseaccordance with) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bethis Section 25.8.

Termination; Release. (a) When all After the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon termination of this Agreement terminate (provided that all indemnities set forth herein including, without limitation, in Section 9 hereof shall survive any such termination) and the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit AgreementPledgee, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Pledgor, will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the earliest of (i) the date upon which the Total Revolving Credit Commitment has been terminated, no Note under the Credit Agreements is outstanding and all other Credit Document Obligations (excluding normal continuing indemnity obligations which survive in accordance with their terms, so long as no amounts are then due and payable in respect thereof) have been indefeasibly paid in full, (ii) the date upon which the Credit Documents are amended to release all Collateral subject to this Agreement and (iii) the date on which the Indenture no longer requires equal and ratable security or the 6 3/4% Notes have been paid in full. (b) In the event that any part thereof of the Collateral is sold (other than to be any Credit Party) in connection with a sale permitted by the Secured Debt Agreements or is otherwise released at the direction of the Required Secured Creditors, the Pledgee, at the request and expense of such Pledgor will promptly execute and deliver to such Pledgor a proper instrument or instruments acknowledging such release, and will duly assign, transfer and deliver to such Pledgor (in without recourse and without any representation or warranty) such of the case of a releaseCollateral as is then being (or has been) so sold, distributed or released and as may be in possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied released pursuant to this Agreement. (c) At any time that a Pledgor desires that Collateral be released as provided in the terms hereofforegoing Section 15(a) or (b), and, with respect it shall deliver to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or Pledgee a certificate signed by an authorized officer of such Pledgor stating that the release of such Pledged Collateralthe respective Collateral is permitted pursuant to Section 15(a) or (b), as and the case may bePledgee shall be entitled (but not required) to conclusively rely thereon. SECTION 16.

Termination; Release. (a) When all On the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon terminate and the security interests granted hereby shall be released automatically (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement the Pledged Collateral shall be released from the Lien (including, without limitation, UCC termination statements and instruments of this Agreement satisfaction, discharge and/or reconveyance), and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, will assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee or any of its sub-agents hereunder and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the terms hereof, time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other Pledged Collateralthan an Uncertificated Security, proper documents Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and instruments (including UCC-3 termination financing statements or releases) acknowledging delivered by the termination hereof or the release issuer of such Pledged CollateralUncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, “Termination Date” shall mean the date upon which the Commitments under the DIP Credit Agreement have been terminated, no Note (as defined in the DIP Credit Agreement) is outstanding (and all Loans have been paid in full), and all other DIP Credit Document Obligations (other than indemnities described in Section 11 hereof and described in Section 13.01 of the DIP Credit Agreement, and any other indemnities set forth in any other Security Documents, in each case may bewhich are not then due and payable) then due and payable have been paid in full.

Termination; Release. (a) When After the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein and the other Secured Debt Agreements including, without limitation, in Section 11 hereof shall survive any such termination) and the Administrative Agent, at the request and expense of the Pledgors, will, if requested by the Pledgors, execute and deliver to the Pledgors a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement as provided above, and will duly assign, transfer and deliver to the Pledgors (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Administrative Agent and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Administrative Agent hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Membership Interest (other than an Uncertificated Security, Partnership Interest or Membership Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.5(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.5(a)(iv)(2). As used in this Agreement, “Termination Date” shall mean the date upon which all of the Commitments have been terminated, no Note under the Credit Agreement is outstanding (and all Loans have been paid in full), all Letters of Credit have been cancelled (or have expired, undrawn) or collateralized to the satisfaction of the Administrative Agent and all other Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or arising from indemnities for which no request has been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bemade).

Termination; Release. (a) When all This Agreement shall create a continuing security interest in the Secured Obligations have been paid Collateral and shall (i) remain in full force and effect until the Second Priority Obligations Payment Date shall have occurred, (ii) be binding upon each Grantor, its successors and assigns and (iii) inure, together with the rights and remedies of the Collateral Agent hereunder, to the benefit of the Collateral Agent and each of the Second Priority Secured Parties and their respective successors, transferees and assigns. Upon the occurrence of the Second Priority Obligations Payment Date and without further action by any Person, the security interest granted hereby shall terminate and all rights to the Collateral shall revert to the Grantors subject to any existing liens, security interests or encumbrances on such Collateral (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments any thereof attributable to actions or inactions of the Lenders Collateral Agent or any Second Priority Secured Party). Upon any such termination, the Collateral Agent will, at the Grantors’ expense, promptly execute and deliver to make the Grantors such documents as the Grantors shall reasonably request to evidence such termination. (b) In the event that any Loan or to issue any Letter part of Credit under the Collateral of the Grantors (i) is disposed of in connection with a disposition permitted by the Credit Agreement shall have expired or been sooner terminated this Agreement or (ii) is otherwise released pursuant to the terms and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions conditions of the Credit Agreement, to the extent applicable, such Collateral will, in the case of a disposition, be sold free and clear of the Liens created by this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral and, in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreementeach case, the Collateral Agent shallAgent, upon at the request and at the sole cost and expense of the Pledgorsrelevant Grantor, will duly assign, transfer and deliver to Pledgor, against receipt such Grantor (without recourse and without recourse any representation or warranty) such of the Collateral of such Grantor as is then being (or has been) so sold or released and has not theretofore been released pursuant this Agreement. (c) Except as may be otherwise provided in the Credit Agreement, at any time that any Grantor desires that the Collateral of such Grantor be released as provided in the foregoing Sections 15(a) or (b), the Borrower shall deliver to or warranty by the Collateral Agent except as to the fact a certificate signed by a Responsible Officer stating that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, the respective Collateral is permitted pursuant to Sections 15(a) or (b). The Collateral Agent shall have no liability whatsoever to any Second Priority Secured Party as the case may beresult of any release of Collateral by it as permitted by this Section 15. Section 16.

Termination; Release. (a) When all the Obligations and all other Secured Obligations then due and outstanding (other than, in each case, amounts in respect of indemnification, expense reimbursement, tax gross-up or yield protection for which no claim has been made) have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor sale, transfer or other disposition of any Pledged Collateral in accordance with permitted under the Credit Agreement (other than any such sale, transfer or without disposition to a Loan Party), the Lien on such Pledged Collateral shall automatically be released. Upon any violation Pledgor ceasing to be a Subsidiary of Section 7.5 of Parent pursuant to a transaction permitted pursuant to the Credit Agreement, such the Lien on all Pledged Collateral of such Pledgor shall be released from the Lien of this Agreementand such Pledgor shall cease to be a Pledgor, and shall cease to have any further obligations, hereunder. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When This Agreement shall terminate and the Pledged Collateral shall be automatically released from the Lien of this Agreement when the Commitments have been terminated and the principal of and interest and premium (if any) on each Loan, all the Secured Obligations Fees and all other expenses or amounts payable under any Loan Document shall have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated canceled or cash collateralized have expired or have been Cash Collateralized and all amounts drawn thereunder have been reimbursed in accordance with full (other than contingent indemnification obligations for which no claim or demand has been made and that, pursuant to the provisions of the Credit AgreementAgreement or the Security Documents, this Agreement shall terminatesurvive the termination thereof). Upon termination of this Agreement hereof, the security interests granted hereby shall terminate and all rights to the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice revert to the Collateral Agent of applicable Pledgor or to such release other person as may be entitled thereto pursuant to any Order or other applicable Legal Requirement. Upon termination hereof or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shallshall promptly, upon the written request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgorthe Pledgors, against receipt and without recourse to or warranty of any kind (either express or implied) by the Collateral Agent (except as to the fact that the Collateral Agent has not encumbered assigned or otherwise transferred its security interest in the released assetsPledged Collateral), such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, with such endorsements or proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When all the Secured Obligations (other than Secured Obligations under or in respect of Secured Hedge Agreements or Secured Cash Management Agreements or obligations in respect of indemnities or expense reimbursement obligations for which no amount is claimed owing at the time) have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreement, this Agreement shall terminateterminate without delivery of any instrument or performance of any act by any party. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon all rights to the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice revert to the Collateral Agent of Pledgors. Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty war- ranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 11 hereof shall survive any such termination) and the Commitments Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the Lenders satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will, subject to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Intercreditor Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released duly release from the Lien of this Agreement security interest created hereby and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee or any of its sub-agents hereunder and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the terms hereof, time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other Pledged Collateralthan an Uncertificated Security, proper documents Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and instruments (including UCC-3 termination financing statements or releases) acknowledging delivered by the termination hereof or the release issuer of such Pledged CollateralUncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, as the case may be.“

Termination; Release. (a) When all the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementfull, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of Upon such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Indenture or the Intercreditor Agreement, the Second Lien Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Second Lien Collateral Agent except as to the fact that the Second Lien Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Second Lien Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be. The Liens on the Pledged Collateral securing the Notes Obligations will be released, in whole or in part, as provided in Section 12.03 of the Indenture. The Liens on the Pledged Collateral securing Additional Pari Passu Obligations of any series will be released, in whole or in part, as provided in the Additional Pari Passu Agreement governing such obligations.

Termination; Release. (a) When This Agreement shall terminate and the Pledged Collateral shall be automatically released from the Lien of this Agreement when the Commitments have been terminated and the principal of and interest and premium (if any) on each Loan, all the Secured Obligations Fees and all other expenses or amounts payable under any ABL Loan Document shall have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated canceled or cash collateralized have expired or have been Cash Collateralized and all amounts drawn thereunder have been reimbursed in full (other than contingent indemnification obligations for which no claim or demand has been made and that, pursuant to the provisions of the Credit Agreement or the Security Documents, survive the termination thereof). Upon termination hereof, the security interests granted hereby shall terminate and all rights to the Pledged Collateral shall revert to the applicable Pledgor or to such other person as may be entitled thereto pursuant to any Order or other applicable Legal Requirement. Upon termination hereof or any release of Pledged Collateral in accordance with the provisions of the Credit Agreement, this Agreement shall terminate. Upon termination of this Agreement subject to the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 terms of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Intercreditor Agreement, the Collateral Agent shallshall promptly, upon the written request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgorthe Pledgors, against receipt and without recourse to or warranty of any kind (either express or implied) by the Collateral Agent (except as to the fact that the Collateral Agent has not encumbered assigned or otherwise transferred its security interest in the released assetsPledged Collateral), such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession or control of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, with such endorsements or proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may be.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all the Secured Obligations have been paid indemnities set forth herein including, without limitation, in full (other than inchoate indemnification and cost reimbursement obligations not then dueSection 11 hereof shall survive any such termination) and the Commitments Pledgee, at the request and expense of such Pledgor and at the written direction of the Lenders to make any Loan or to issue any Letter Holders of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized Notes in accordance with the provisions of Second-Lien Note Indenture (upon such direction which the Credit AgreementPledgee shall conclusively rely), this Agreement shall terminate. Upon will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement the Pledged Collateral shall be released (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the Lien of this Agreement security interest created hereby and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the terms hereof, time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other Pledged Collateralthan an Uncertificated Security, proper documents Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and instruments (including UCC-3 termination financing statements or releases) acknowledging delivered by the termination hereof or the release issuer of such Pledged CollateralUncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, as "Termination Date" shall mean the date upon which all Second-Lien Notes under the Second-Lien Note Indenture have been repaid in full and all other Obligations (other than indemnities described in Section 11 hereof and described in Sections 3.4, 8.6 and elsewhere of the Second-Lien Note Indenture, and any other indemnities set forth in any other Security Documents, in each case may bewhich are not then due and payable) then due and payable have been paid in full.

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the security interest created hereby and assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other than an Uncertificated Security, Partnership Interest or Limited Liability Company Interest credited on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and delivered by the issuer of such Uncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, “Termination Date” shall mean the date upon which the Commitments under the Loan Agreement have been terminated and all Secured Obligations Hedging Agreements entitled to the benefits of this Agreement have been terminated, no Letter of Credit or Note (as defined in the Loan Agreement) is outstanding (and all Loans have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and full), all Letters of Credit have been terminated or cash collateralized terminated, and all other Obligations (other than indemnities described in accordance with the provisions Section 11 hereof and described in Section 12.06 of the Credit Loan Agreement, this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of other indemnities set forth in any Pledged Collateral other Security Documents, in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request each case which are not then due and at the sole cost payable) then due and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not payable have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.

Termination; Release. (a) When all On the Secured Obligations have been paid in full Termination Date (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit Agreementas defined below), this Agreement shall terminate. Upon terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Pledgee, at the request and expense of such Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments (including UCC termination statements) acknowledging the satisfaction and termination of this Agreement the Pledged Collateral shall be released (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly release from the Lien of this Agreement security interest created hereby and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt such Pledgor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent Pledgee and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the terms hereof, time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of an Uncertificated Security, a Partnership Interest or a Limited Liability Company Interest (other Pledged Collateralthan an Uncertificated Security, proper documents Partnership Interest or Limited Liability Company Interest credited to an Account or on the books of a Clearing Corporation or Securities Intermediary), a termination of the agreement relating thereto executed and instruments (including UCC-3 termination financing statements or releases) acknowledging delivered by the termination hereof or the release issuer of such Pledged CollateralUncertificated Security pursuant to Section 3.2(a)(ii) or by the respective partnership or limited liability company pursuant to Section 3.2(a)(iv)(2). As used in this Agreement, "Termination Date" shall mean the date upon which the Commitments under the Credit Agreement have been terminated, no Note (as defined in the Credit Agreement) is outstanding (and all Loans have been paid in full), and all other Obligations (other than indemnities described in Section 11 hereof and described in Section 13.01 of the Credit Agreement, and any other indemnities set forth in any other Security Documents, in each case may bewhich are not then due and payable) then due and payable have been paid in full.

Termination; Release. After the Termination Date (adefined below), this Agreement shall terminate and the Agent, at the request and expense of the Pledgors, will promptly execute and deliver to each Pledgor a proper instrument or instruments (including Uniform Commercial Code termination statements on Form UCC-3) When acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to each Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Agent and which has not theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, “Termination Date” shall mean the date of expiration of all applicable preference periods following the date upon which all of the Secured Obligations have been paid paid. So long as (A) no Default or Event of Default has occurred and is continuing and (B) no Borrowing Base imbalance described in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments Section 3.2.1 of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired exists, upon (i) the sale or been sooner terminated and all Letters other disposition of any part of the Collateral that is not prohibited by the Credit have been terminated Agreement or cash collateralized any other Loan Document, (ii) any Proceeds in accordance connection with the provisions acquisition of any property or to pay any fees, costs and expenses of any Person, (iii) the release of any part of the Credit AgreementCollateral at the direction of the Agent or (iv) the pledge by any Pledgor of the Voting Stock and/or Capital Stock of any Additional Securitization Entity in connection with a Permitted Securitization, this Agreement shall terminate. Upon termination of this Agreement the Pledged such Collateral shall automatically be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this AgreementAgreement shall be terminated with respect to such Collateral. Within no more than 30 days from notice to the Collateral Agent of such release or Upon and after any release of Pledged Collateral or any part thereof and all releases contemplated in accordance with the provisions of the Credit Agreementtwo immediately preceding paragraphs, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgors, assign, transfer the Agent will execute and deliver to Pledgorsuch documentation, against receipt including termination or partial release statements, a release letter and any similar documentation (without recourse and without recourse any representation or warranty) to evidence such release(s) or warranty by otherwise in connection therewith; provided that, upon request of the Collateral Agent except as Agent, each Pledgor shall deliver to the fact Agent a certificate signed by an authorized officer of such Pledgor stating that the Collateral Agent has not encumbered the released assets, such each release of the Pledged respective Collateral is permitted pursuant to this Section 25.8. The Agent shall have no liability whatsoever to any Lender as the result of any release of Collateral by it in accordance with (or any part thereof which the Agent in the absence of gross negligence and willful misconduct believes to be released (in the case of a releaseaccordance with) as may be in possession of the Collateral Agent and as shall not have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bethis Section 25.8.

Termination; Release. (a) When all After the Secured Obligations have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and all Letters of Credit have been terminated or cash collateralized in accordance with the provisions of the Credit AgreementTermination Date, this Agreement shall terminate. Upon termination terminate (provided that all indemnities set forth herein including, without limitation, in Section 8.1 hereof and in Section 6 of this Agreement the Pledged Collateral Annex N hereto shall be released from the Lien of this Agreement survive such termination) and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit AgreementAgent, the Collateral Agent shall, upon at the request and at the sole cost and expense of the Pledgorsrespective Assignor, will promptly execute and deliver to such Assignor a proper instrument or instruments (including Uniform Commercial Code termination statements on form UCC-3) acknowledging the satisfaction and termination of this Agreement, and will duly assign, transfer and deliver to Pledgor, against receipt such Assignor (without recourse and without recourse to any representation or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, warranty) such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in the possession of the Collateral Agent and as shall has not have theretofore been sold or otherwise applied or released pursuant to this Agreement. As used in this Agreement, "Termination Date" shall mean the date upon which the Total Commitment and all Interest Rate Protection Agreements and Other Hedging Agreements entered into with Other Creditors have been terminated, no Note is outstanding (and all Loans have been repaid in full in cash in accordance with the terms thereof), all Letters of Credit have been terminated, all outstanding Additional First Lien Debt Obligations have been paid in full in cash in accordance with the terms thereof, all Second Lien Obligations have been paid in full in cash in accordance with the terms thereof and all other Obligations then due and payable have been paid in full in cash in accordance with the terms thereof; provided, however, at such time as (x) all First Lien Obligations have been paid in full in cash in accordance with the terms thereof and all Commitments and Letters of Credit under the Credit Agreement and all commitments under the Additional First Lien Debt Documents have been terminated or (y) the First Lien Creditors have released their Liens on all of the Collateral then, in either case, this Agreement and the security interests created hereby shall terminate (provided that all indemnities set forth herein (including, without limitation, in Section 8.1 hereof) and in Section 6 of Annex L hereto shall survive such termination) unless, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as in the case may beof preceding clause (x), any Event of Default under the Senior Secured Note Indenture exists as of the date on which the First Lien Obligations are repaid in full and terminated as described in such clause (x), in which case the security interests created under this Agreement in favor of the Second Lien Creditors will not be released except to the extent the Collateral or any portion thereof was disposed of in order to repay the First Lien Obligations (although the security interests created in favor of the Second Lien Creditors will be released when such Event of Default and all other Events of Default under the Senior Secured Note Indenture cease to exist).

Termination; Release. (a) When On the Termination Date (as defined below), this Agreement shall terminate (provided that all indemnities set forth herein including, without limitation, in Section 11 hereof shall survive any such termination) and the Secured Obligations Pledgee, at the request and expense of the respective Pledgor, will execute and deliver to such Pledgor a proper instrument or instruments acknowledging the satisfaction and termination of this Agreement (including, without limitation, UCC termination statements and instruments of satisfaction, discharge and/or reconveyance), and will duly assign, transfer and deliver to such Pledgor (without recourse and without any representation or warranty) such of the Collateral as may be in the possession of the Pledgee and as has not theretofore been sold or otherwise applied or released pursuant to this Agreement, together with any moneys at the time held by the Pledgee or any of its sub-agents hereunder and, with respect to any Collateral consisting of a Limited Liability Company Interest, a termination of the agreement relating thereto executed and delivered by the limited liability company pursuant to Section 3.2(a)(ii) hereof. As used in this Agreement, "Termination Date" shall mean the date upon which the Total Commitments and all Interest Rate Protection Agreements or Other Hedging Agreements have been terminated, no Letter of Credit or Note is outstanding (and all Loans have been paid in full (other than inchoate indemnification and cost reimbursement obligations not then due) and the Commitments of the Lenders to make any Loan or to issue any Letter of Credit under the Credit Agreement shall have expired or been sooner terminated and full), all Letters of Credit have been terminated (or cash collateralized in accordance a manner consistent with the provisions Section 4.02(a) of the Credit Agreement), this Agreement shall terminate. Upon termination of this Agreement the Pledged Collateral shall be released from the Lien of this Agreement and upon the sale by any Pledgor of any Pledged Collateral in accordance with or without any violation of Section 7.5 of the Credit Agreement, such Pledged Collateral shall be released from the Lien of this Agreement. Within no more than 30 days from notice to the Collateral Agent of such release or any release of Pledged Collateral or any part thereof in accordance with the provisions of the Credit Agreement, the Collateral Agent shall, upon the request all other Obligations then due and at the sole cost and expense of the Pledgors, assign, transfer and deliver to Pledgor, against receipt and without recourse to or warranty by the Collateral Agent except as to the fact that the Collateral Agent has not encumbered the released assets, such of the Pledged Collateral or any part thereof to be released (in the case of a release) as may be in possession of the Collateral Agent and as shall not payable have been sold or otherwise applied pursuant to the terms hereof, and, with respect to any other Pledged Collateral, proper documents and instruments (including UCC-3 termination financing statements or releases) acknowledging the termination hereof or the release of such Pledged Collateral, as the case may bepaid in full.