Termination; Release of Collateral. Notwithstanding anything in this Agreement to the contrary, the Pledgor may, to the extent permitted by SECTION 9.02 of the Credit Agreement, sell, assign, transfer or otherwise dispose of any Pledged Collateral. In addition, the Pledged Collateral shall be subject to release in accordance with SECTION 12.09(C) of the Credit Agreement (such Pledged Collateral and the Pledged Collateral referred to in the immediately preceding sentence being the "Released Collateral"). The Liens under this Agreement shall terminate with respect to the Released Collateral upon such sale, transfer, assignment, disposition or release and upon the request of the Pledgor, the Administrative Agent shall execute and deliver such instrument or document as may be necessary to release the Liens granted hereunder; PROVIDED, HOWEVER, that (i) the Administrative Agent shall not be required to execute any such documents on terms which, in the Administrative Agent's opinion, would expose the Administrative Agent to liability or create any obligation or entail any consequence other than the release of such Liens without recourse or warranty, and (ii) such release shall not in any manner discharge, affect or impair the Liabilities or any Liens on (or obligations of the Pledgor in respect of) all interests retained by the Pledgor, including without limitation, the proceeds of any sale, all of which shall continue to constitute part of the Pledged Collateral.
Termination; Release of Collateral. (a) Any Lien upon any Collateral will be released automatically if the Collateral constitutes property being sold, transferred or disposed of in a Permitted Disposition upon receipt by the Collateral Agent of the Net Proceeds thereof to the extent required by the Credit Agreement. Upon at least two (2) Business Days’ prior written request by the Lead Borrower, the Collateral Agent shall execute such documents as may be necessary to evidence the release of the Liens upon any Collateral described in this SECTION 8.14(a); provided, however, that (i) the Collateral Agent shall not be required to execute any such document on terms which, in its reasonable opinion, would, under Applicable Law, expose the Collateral Agent to liability or create any obligation or entail any adverse consequence other than the release of such Liens without recourse or warranty, and (ii) such release shall not in any manner discharge, affect or impair the Secured Obligations or any Liens (other than those expressly being released) upon (or obligations of any Grantor in respect of) all interests retained by any Grantor, including, without limitation, the proceeds of any sale, all of which shall continue to constitute part of the Collateral.
Termination; Release of Collateral. (a) Any Lien upon any Collateral will be released (i) automatically, if the Collateral constitutes property being sold, transferred or disposed of in a Permitted Disposition upon receipt by the Administrative Agent of the Net Proceeds thereof to the extent required by the Credit Agreement; or (ii) upon request of the Lead Borrower, constituting DDA or Blocked Accounts closed by the Loan Parties pursuant to Section 2.18(f) of the Credit Agreement subject to compliance by the Loan Parties with all of the terms and conditions of Section 2.18 of the Credit Agreement.
Termination; Release of Collateral. This Agreement shall terminate automatically upon receipt by the Bank of written notice executed by two officers of the Trustee holding titles of Vice President or higher that (a) all of the obligations secured by the Collateral have been satisfied, or (b) all of the Collateral has been released, whichever is sooner, and the Bank shall thereafter be relieved of all duties and obligations hereunder.
Termination; Release of Collateral. Notwithstanding anything in this Agreement to the contrary, unless an Event of Default shall be in existence, the Company may, sell, assign, transfer or otherwise dispose of any Pledged Collateral pledged by the Company in a bona fide sale transaction to an unaffiliated third party so long as (i) the Company receives consideration at least equal to the fair market value of such Pledged Collateral, (ii) at least 75% of the consideration paid to the Company is in the form of cash or the assumption of liabilities of the Company or its subsidiaries (other than contingent liabilities or liabilities that are by their terms subordinated to the Notes or Guarantee) as a result of which the Company (and its subsidiaries) are no longer obligated with respect to such liabilities, and (iii) the Company delivers a certificate of its President or Chief Financial Officer to the Collateral Agent and the Secured Parties certifying that such sale or other disposition complies with the foregoing. The proceeds of any such sale of the Pledged Collateral shall be applied in accordance with the terms of Section 4.12 of the June 27, 2007 Indenture, if applicable, and in the event that the Company is required to make an offer to repurchase the 2007 Notes (or any refinancing thereof to the extent permitted by the Intercreditor Agreement and the Subscription Agreement (the “Refinanced Notes”)) pursuant to said Section 4.12 (or any successor provision in respect of any Refinanced Notes), the Allocable Excess Proceeds (as defined in the June 27, 2007 Indenture) shall be applied to the 2007 Notes or the Refinanced Notes, as applicable, in accordance with said Section 4.12 (or such successor provision in respect of any Refinanced Notes) and the balance of such Allocable Excess Proceeds, if any, shall be applied to any accrued and unpaid interest and then to the outstanding principal balance of the Notes on a pari passu basis among the Holders; provided, however, if the First Priority Obligations Payment Date shall have occurred, the entire Allocable Excess Proceeds that would exist under the June 27, 2007 Indenture if the 2007 Notes were outstanding under the June 27, 2007 Indenture, shall be applied to pay any accrued and unpaid interest on the Notes and then to the outstanding principal amount of the Notes, on a pari passu basis. In addition, the Pledged Collateral pledged by the Company shall be subject to release in accordance with Section 10.04 of the June 27, 2007 Indenture (such P...
Termination; Release of Collateral. (a) Except for those provisions which expressly survive the termination thereof, this Agreement and the Security Interest shall terminate when all the Secured Obligations have been paid in full (excluding contingent obligations as to which no claim has been made) and the Lenders have no further commitment to lend under the Credit Agreement.
Termination; Release of Collateral. Except for those provisions which expressly survive the termination thereof, the Credit Agreement, this Agreement and the Security Interest granted herein shall terminate when all the Obligations have been paid and performed in full, the Lenders have no further commitment to lend, the Letter of Credit Outstandings have been reduced to zero or fully cash collateralized in a manner satisfactory to the Issuing Bank and the Administrative Agent, and the Issuing Bank has no further obligation to issue Letters of Credit under the Credit Agreement, at which time the Collateral Agent shall execute or authorize and deliver to the Grantors, at the Grantors' expense, all UCC termination statements and similar documents that the Grantors shall reasonably request to evidence such termination; provided, however, that the Credit Agreement, this Agreement, and the Security Interest granted herein shall be reinstated if at any time payment, or any part thereof, of any Obligation is rescinded or must otherwise be restored by any Secured Party upon the bankruptcy or reorganization of any Borrower, Grantor or other Loan Party, and provided further that the Security Interest granted herein shall not terminate as to any indemnification obligation of any Borrower, Grantor or other Loan Party which expressly survives the termination of the Credit Agreement and this Agreement, including, without limitation, the obligations of the Loan Parties set forth in Section 9.03 of the Credit Agreement and the obligations of the Grantors set forth in Section 8.6 of this Agreement. Any execution and delivery of termination statements or documents pursuant to this Section 8.14 shall be without recourse to, or warranty by, the Collateral Agent. [SIGNATURE PAGES FOLLOW]
Termination; Release of Collateral. Notwithstanding anything contained herein to the contrary, the pledge, assignment of, and security interest in, the Collateral (including the Shares) created or granted hereunder shall terminate with regard to Shares which are also made subject to the Option Agreement and the Option granted thereunder, and, which Option Holder shall have determined not to exercise after call as set forth at Section 6 of the Option Agreement. Holder shall execute, acknowledge and deliver to Pledgor such financing termination statements documents as Pledgor may reasonably request from time to time with regard to any pledge, assignment or security interest terminated hereunder.
Termination; Release of Collateral. This Agreement shall terminate automatically upon receipt by the Custodian of written notice executed by two officers of the Secured Party holding titles of Vice President or higher that (a) all of the obligations secured by Collateral have been satisfied, or (b) all of the Collateral may be released, whichever is sooner, and the Custodian shall thereafter be relieved of all duties and obligations hereunder. In addition, any notice from the Secured Party relating to release of all or any portion of the Collateral not permitted by this Agreement without the consent of the Secured Party shall be effective only if executed by two officers of the Secured Party holding titles of Vice President or higher.
Termination; Release of Collateral. (a) Subject to Section 8.03 above, the Liens securing the Senior Secured Notes will be released, in whole or in part, as provided in Section 17.05 of the Indenture.
