Common use of Release of a Subsidiary Guarantor Clause in Contracts

Release of a Subsidiary Guarantor. Upon the sale or disposition (whether by merger, stock purchase, consolidation, dissolution, asset sale or otherwise) of a Subsidiary Guarantor (or all or substantially all its assets) to an entity which is not a Subsidiary of the Company and which sale or disposition is otherwise in compliance with the terms of this Agreement, such Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Administrative Agent or any Lender; provided that any such termination shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, any Indebtedness of the Company shall also terminate upon such release, sale or transfer. The Administrative Agent shall promptly deliver an appropriate instrument evidencing such release upon receipt of a request by the Company accompanied by an Officers' Certificate certifying compliance with this Section 10.3. Any Subsidiary Guarantor not so released remains liable for the full amount of principal of and interest on the Loan as provided in this Article 10.

Release of a Subsidiary Guarantor. Upon the sale or disposition (whether by merger, stock purchase, consolidation, dissolution, asset sale or otherwise) of a Subsidiary Guarantor (or all or substantially all its assets) to an entity which is not a Subsidiary of the Company and which sale or disposition is otherwise in compliance with the terms of this AgreementIndenture, then such Subsidiary Guarantor (in the event of a sale or other disposition of Capital Stock of such Subsidiary Guarantor) or the Person acquiring such assets (in the event of a sale or other disposition of all or substantially all of the assets of such Subsidiary Guarantor) shall be deemed automatically and unconditionally released and discharged from all obligations under this Article 10 Nine without any further action required on the part of the Administrative Agent Trustee or any Lender; provided that any such termination shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, any Indebtedness of the Company shall also terminate upon such release, sale or transferHolder. The Administrative Agent Trustee shall promptly deliver an appropriate instrument evidencing any such release upon receipt of a request by the Company accompanied by an Officers' Certificate and Opinion of Counsel certifying as to the compliance with this Section 10.39.03. Any Subsidiary Guarantor not so released in accordance with this Section 9.03 remains liable for the full amount of principal of and interest on the Loan Securities as provided in this Article 10Nine.

Release of a Subsidiary Guarantor. Upon In the sale event (i) all or disposition (whether by mergersubstantially all of the assets, stock purchaseor all of the Capital Stock, consolidation, dissolution, asset sale or otherwise) of a Subsidiary Guarantor (or all or substantially all its assets) to an entity which is not a Subsidiary of sold by the Company and which sale such transaction complies with Section 4.16, or disposition is otherwise (ii) of the consolidation or merger of a Subsidiary Guarantor with or into any Person in compliance with Section 10.04, or (iii) of any transaction complying with the terms provisions relating to the release of a Subsidiary Guarantee under Section 4.14(b), or (iv) of the designation of any Subsidiary Guarantor as an Unrestricted Subsidiary in accordance with this AgreementIndenture, the Subsidiary Guarantee of such Subsidiary Guarantor will be released. Furthermore, upon the occurrence of Legal Defeasance, Covenant Defeasance or Satisfaction and Discharge in accordance with Article Eight, each Subsidiary Guarantor shall be deemed released from all obligations under this Article 10 without any further action required on the part of the Administrative Agent or any Lender; provided that any such termination shall occur only to the extent that all obligations of such its Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets or other security interests which secure, any Indebtedness of the Company shall also terminate upon such release, sale or transferGuarantee. The Administrative Agent Trustee shall promptly deliver an appropriate instrument evidencing such release upon receipt of a request by the Company accompanied by an Officers' ’ Certificate certifying as to the compliance with this Section 10.310.02. Any Subsidiary Guarantor not so released remains liable for the full amount of principal of and interest on the Loan Notes as provided in this Article 10Ten.