Common use of Release and Termination Clause in Contracts

Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Financing Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent will, at such Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Document; provided that (a) at the time of such request and such release no Default shall have occurred and be continuing, (b) such Grantor shall have delivered to the Collateral Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and a certificate of such Grantor to the effect that the transaction is in compliance with the Financing Documents and as to such other matters as the Collateral Agent may request and (c) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.03 shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03.

Appears in 1 contract

Samples: Security and Intercreditor Agreement (Allegheny Energy Supply Co LLC)

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Release and Termination. (a) Upon any sale, lease, transfer ----------------------- or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Financing Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Administrative Agent will, at the expense of the Grantor pledging such Grantor's expenseitem of Collateral hereunder, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of such request and such release -------- ------- no Default shall have occurred and be continuing, (bii) such Grantor shall have delivered to the Collateral Administrative Agent, at least ten Business Days days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Administrative Agent and a certificate of certification by such Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Administrative Agent may request request, and (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 2.06 of the extent so required, Credit Agreement shall be paid or made to, or in accordance with the instructions of, the Collateral Administrative Agent when and as required under Section 2.03at the closing.

Appears in 1 contract

Samples: Security Agreement (PHP Healthcare Corp)

Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Intellectual Property Collateral of any Grantor in accordance with the terms of the Financing Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent will, at such any Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Intellectual Property Collateral from the assignment and security interest assigned and granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of such request and such release no Default shall have occurred and be continuing, (bii) such Grantor shall have delivered to the Collateral Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Intellectual Property Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and a certificate of certification by such Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Agent may request and (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 2.06(b) of the extent so required, Credit Agreement shall be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03at the closing.

Appears in 1 contract

Samples: Credit Agreement (Afa Products Inc)

Release and Termination. (a) Upon any sale, lease, ----------------------- transfer or other disposition of any item of Intellectual Property Collateral of any Grantor in accordance with the terms of the Financing Loan Documents (other than sales of Inventory and Equipment in the ordinary course of business), the Collateral Agent willshall, at such the appropriate Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Intellectual Property Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of such request -------- ------- and such release release, no Default shall have occurred and be continuing, (bii) such Grantor shall have delivered to the Collateral Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Intellectual Property Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detaildetail (including, including without limitation, the price thereof and any expenses in connection therewith), together with a form of release for execution by the Collateral Agent and a certificate of certification by such Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Agent may reasonably request and (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 2.06(b) of the extent so required, Credit Agreement shall be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03at the closing thereof.

Appears in 1 contract

Samples: Intellectual Property Security Agreement (Iron Age Corp)

Release and Termination. (a) Upon any sale, lease, transfer ----------------------- or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Financing Documents (other than sales of Inventory in the ordinary course of business)Loan Documents, the Collateral Agent will, at such the applicable Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of -------- ------- such request and such release release, no Event of Default shall have occurred and be continuing, (bii) except to the extent such sale, lease or transfer or other disposition is permitted under Section 5.02(e) of the Credit Agreement, such Grantor shall have delivered to the Collateral Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including including, without limitation, the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and a certificate of certification by such Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Agent may reasonably request and (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 2.07 of the extent so required, Credit Agreement shall be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03at the closing.

Appears in 1 contract

Samples: Security Agreement (Commercial Aggregates Transportation & Sales LLC)

Release and Termination. (a) Upon any sale, lease, ----------------------- transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Financing Loan Documents (other than sales of Inventory and Equipment in the ordinary course of business), the Collateral Agent willshall, at such the appropriate Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of -------- ------- such request and such release release, no Default shall have occurred and be continuing, (bii) such Grantor shall have delivered to the Collateral Agent, at least ten Business Days days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detaildetail (including, including without limitation, the price thereof and any expenses in connection therewith), together with a form of release for execution by the Collateral Agent and a certificate of certification by such Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Agent may request and (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 2.06(b) of the extent so required, Credit Agreement shall be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03at the closing thereof.

Appears in 1 contract

Samples: Security Agreement (Iron Age Corp)

Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor permitted in accordance with the terms of the Financing Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Administrative Agent will, at such the Grantor's expense, execute and deliver to such the Grantor such documents as such the Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of such request and such release no Event of Default shall have occurred and be continuing, (bii) such the Grantor shall have delivered to the Collateral Administrative Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Administrative Agent and a certificate of such certification by the Grantor to the effect that the transaction is permitted in compliance with the Financing Loan Documents and as to such other matters as the Collateral Administrative Agent may request and request, (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 2.04 of the extent so required, Credit Agreement shall be paid or made to, or in accordance with the instructions of, of the Collateral Agent when and as required under Section 2.03Administrative Agent.

Appears in 1 contract

Samples: Credit Agreement (Panolam Industries Inc)

Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Trademark Collateral of any Grantor in accordance with the terms of the Financing Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent will, at such the Grantor's ’s expense, execute and deliver to such the Grantor such documents as such the Grantor shall reasonably request to evidence the release of such item of Trademark Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of such request and such release and after giving effect thereto no Default shall have occurred and be continuing, (bii) such the Grantor shall have delivered to the Collateral Agent, at least ten (10) Business Days prior to the date of the proposed release, a written request for release describing the item of the Trademark Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and a certificate of such certification by the Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Agent may request and (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 2.4 of the extent so required, Loan and Security Agreement shall be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03at the closing.

Appears in 1 contract

Samples: Loan and Security Agreement (Mercator Software Inc)

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Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Intellectual Property Collateral of any Grantor in accordance with the terms of the Financing Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent willshall, at such the appropriate Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Intellectual Property Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of such request and such release release, no Default shall have occurred and be continuing, (bii) such Grantor shall have delivered to the Collateral Agent, at least ten five Business Days prior to the date of the proposed release, a written request for release describing the item of the Intellectual Property Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detaildetail (including, including without limitation, the price thereof and any expenses in connection therewith), together with a form of release for execution by the Collateral Agent and a certificate of certification by such Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Agent may request and (ciii) the proceeds of any Collateral Agent shall have approved such sale, lease, lease transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.03 shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03writing.

Appears in 1 contract

Samples: Credit Agreement (Massic Tool Mold & Die Inc)

Release and Termination. (a) Upon any sale, lease, ----------------------- transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Financing Credit Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent will, at such the applicable Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that -------- ------- (ai) at the time of such request and such release no Default shall have occurred and be continuing, (bii) such Grantor shall have delivered to the Collateral Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and a certificate of such Grantor certification by the Borrower to the effect that the transaction is in compliance with the Financing Credit Documents and as to such other matters as the Collateral Agent may request and request, (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 4 of the extent so required, Credit Agreement shall be paid or made to, or in accordance with the instructions of, the Collateral Agent when at the closing and as required under Section 2.03(iv) the Collateral Agent shall have approved such sale, lease, transfer or other disposition in writing.

Appears in 1 contract

Samples: Credit Agreement (Modus Media International Holdings Inc)

Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Financing Loan Documents (other than sales of Inventory in the ordinary course of businessbusiness which shall automatically be released upon such sale), the Collateral Agent willshall, at such the applicable Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided PROVIDED, HOWEVER, that (ai) at the time of such request and such release release, no Default shall have occurred and be continuing, (bii) such Grantor shall have delivered to the Collateral Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral to the extent required by the Credit Agreement and the terms of the sale, lease, transfer or other disposition in reasonable detaildetail (including, including without limitation, the price thereof and any expenses in connection therewith), together with a form of release for execution by the Collateral Agent and a certificate of certification by such Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Agent may request and reasonably request, (ciii) to the extent that the proceeds of any such sale, lease, lease or transfer or other disposition are required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall2.06 of the Credit Agreement, to the extent so required, such proceeds shall be paid or made to, or in accordance with the instructions of, the Collateral Agent when at the closing thereof and as required (iv) the Agent shall have approved such sale, lease, transfer or other disposition in writing, except if such sale, lease, transfer or other disposition is permitted under Section 2.03the Credit Agreement.

Appears in 1 contract

Samples: Security Agreement (International Rectifier Corp /De/)

Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Financing Documents (other than sales of Inventory in the ordinary course of business), the Collateral Agent will, at such Grantor's ’s expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Document; provided that (a) at the time of such request and such release no Default shall have occurred and be continuing, (b) such Grantor shall have delivered to the Collateral Agent, at least ten Business Days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Agent and a certificate of such Grantor to the effect that the transaction is in compliance with the Financing Documents and as to such other matters as the Collateral Agent may request and (c) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, in accordance with Section 2.03 shall, to the extent so required, be paid or made to, or in accordance with the instructions of, the Collateral Agent when and as required under Section 2.03.

Appears in 1 contract

Samples: Security and Intercreditor Agreement (Allegheny Energy Supply Co LLC)

Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Collateral of any Grantor in accordance with the terms of the Financing Loan Documents (other than sales of Inventory in the ordinary course of business), the Collateral Administrative Agent will, at the expense of the Grantor pledging such Grantor's expenseitem of Collateral hereunder, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted hereby or under any other Collateral Documenthereby; provided provided, however, that (ai) at the time of such request and such release no Default shall have occurred and be continuing, (bii) such Grantor shall have delivered to the Collateral Administrative Agent, at least ten Business Days days prior to the date of the proposed release, a written request for release describing the item of Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Collateral Administrative Agent and a certificate of certification by such Grantor to the effect that the transaction is in compliance with the Financing Loan Documents and as to such other matters as the Collateral Administrative Agent may request request, and (ciii) the proceeds of any such sale, lease, transfer or other disposition required to be applied, or any payment to be made in connection therewith, applied in accordance with Section 2.03 shall, to 2.06 of the extent so required, Credit Agreement shall be paid or made to, or in accordance with the instructions of, the Collateral Administrative Agent when and as required under Section 2.03at the closing.

Appears in 1 contract

Samples: Security Agreement (PHP Healthcare Corp)

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