Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion, (a) to release any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or (ii) if approved, authorized or ratified in writing in accordance with Section 11.1; (b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and (c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee pursuant to this Section.
Appears in 6 contracts
Sources: Credit Agreement (Nv Energy, Inc.), Credit Agreement (Nv Energy, Inc.), Credit Agreement (Nv Energy, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 6 contracts
Sources: Credit Agreement (Cnet Networks Inc), Credit Agreement (Panera Bread Co), Credit Agreement (California Pizza Kitchen Inc)
Collateral and Guaranty Matters. The Lenders Lenders, the Swing Line Lender and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Total Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to §16.12, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)§9.2.1; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this Section§14.13.
Appears in 4 contracts
Sources: Revolving Credit and Term Loan Agreement (CAI International, Inc.), Revolving Credit and Term Loan Agreement (CAI International, Inc.), Revolving Credit and Term Loan Agreement (CAI International, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 4 contracts
Sources: Credit Agreement (Medassets Inc), Credit Agreement (NameMedia, Inc.), Credit Agreement (Usa Truck Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Required Lenders; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty, and release any Lien under any Loan Document on any property of such Guaranty, if such Person ceases to be a Subsidiary as a result of a transaction or designation permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 4 contracts
Sources: Credit Agreement (SemGroup Energy Partners, L.P.), Credit Agreement (SemGroup Energy Partners, L.P.), Credit Agreement (SemGroup Energy Partners, L.P.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 3 contracts
Sources: Credit Agreement (L-1 Identity Solutions, Inc.), Credit Agreement (Infocrossing Inc), Credit Agreement (Main Street Restaurant Group, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Revolving Commitments and payment in full of all the Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Recovery Event, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01 (i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 3 contracts
Sources: Credit Agreement (Keyw Holding Corp), Credit Agreement (Keyw Holding Corp), Credit Agreement (Keyw Holding Corp)
Collateral and Guaranty Matters. The Lenders Lenders, the Swing Line Lender and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release, or authorize the release of, any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Total Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold, to be sold or otherwise disposed of as part of or in connection with any disposition or other transaction permitted hereunder or under any other Loan Document, (iii) if such release is permitted under §6.3 or (iv) subject to §16.12, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate subordinate, or authorize the subordination of, any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi§9.2.1(viii) or (xiii); and
(c) to release, or authorize the release of, any Subsidiary Guarantor (other than CAI) from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Domestic Subsidiary of the Borrower as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this Section§14.13.
Appears in 3 contracts
Sources: Revolving Credit Agreement (CAI International, Inc.), Revolving Credit Agreement (CAI International, Inc.), Revolving Credit Agreement (CAI International, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuers irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release (or direct the Collateral Agent to release) any Lien on any collateral Property granted to or held by the Administrative Agent or the Collateral Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold, transferred or to be transferred or otherwise disposed of as part of or in connection with any Disposition permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Required Lenders; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 3 contracts
Sources: Credit Agreement (Atlantic Power Corp), Credit Agreement (Atlantic Power Corp), Credit Agreement (Atlantic Power Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property that may hereafter be granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property that may hereafter be granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee its Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.11.
Appears in 3 contracts
Sources: Credit Agreement (Ferrellgas Finance Corp), Credit Agreement (Ferrellgas Partners Finance Corp), Credit Agreement (Ferrellgas Partners Finance Corp)
Collateral and Guaranty Matters. The Lenders Lenders, the Swing Line Lender and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release, or authorize the release of, any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Total Commitments and payment in full in cash of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold, to be sold or otherwise disposed of as part of or in connection with any disposition or other transaction permitted hereunder or under any other Loan Document, (iii) if such release is permitted under §6.3 or (iv) subject to §16.13, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate subordinate, or authorize the subordination of, any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)§9.2.1; and
(c) to release, or authorize the release of, any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this Section§14.11.
Appears in 3 contracts
Sources: Revolving Credit Agreement (CAI International, Inc.), Revolving Credit Agreement (CAI International, Inc.), Revolving Credit Agreement (CAI International, Inc.)
Collateral and Guaranty Matters. The Lenders Each Lender and the Issuing Banks Bank irrevocably authorize the Administrative Collateral Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent Agents under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under Secured Obligations, termination or expiration of the Commitments of the Lenders to make any Loan Documents (other than contingent indemnification obligations) or to issue any Letter of Credit and termination or cash collateralization in accordance with the expiration or termination provisions of this Agreement of all Letters of Credit Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other than Letters of Credit Loan Document to a Person that is not a Loan Party, (iii) that constitutes “Excluded Property” (as to which other arrangements satisfactory to such term is defined in the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Security Agreement), or (iiiv) if approved, authorized or ratified in writing in accordance with Section 11.112.04;
(b) to release any Guarantor from its obligations under this Agreement and other Loan Documents if such Person ceases to be a Restricted Subsidiary as a result of a transaction permitted hereunder; and
(c) to subordinate any Lien on any collateral property granted to or held by the Administrative Collateral Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi9.02(f); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Collateral Agent at any time, the Required Majority Lenders will confirm in writing the Administrative Collateral Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee this Agreement and other Loan Documents pursuant to this SectionSection 11.10.
Appears in 3 contracts
Sources: Credit Agreement (NPC Restaurant Holdings, LLC), Credit Agreement (NPC Restaurant Holdings, LLC), Credit Agreement (NPC Operating Co B, Inc.)
Collateral and Guaranty Matters. The Agent shall, and the Lenders and the Issuing Banks Issuers irrevocably authorize the Administrative AgentAgent to, at its option the sole cost and in its discretion,expense of the Borrower:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Revolving Commitments and payment in full in cash of all Obligations under the Loan Documents (other than contingent indemnification obligations, and any Obligations arising under any Rate Swap Document or Cash Management Agreement) and the expiration or termination of all Letters of Credit (other than Supported Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit), (ii) that is Disposed of or to be Disposed of as part of or in connection with any Disposition or Investment permitted hereunder or under any other Loan Document or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if Security Agreement if, after giving effect to such Person ceases to be a Subsidiary as a result of a transaction permitted hereunderrelease, the Borrower is in compliance with Section 7.12. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Security Agreement pursuant to this SectionSection 10.10.
Appears in 3 contracts
Sources: Credit Agreement (Hanger, Inc.), Credit Agreement (Hanger Orthopedic Group Inc), Credit Agreement (Hanger Orthopedic Group Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or Disposed of or to be sold or Disposed of as part of or in connection with any Disposition permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is created to secure Debt permitted by Section 8.2(b)(vi7.03(d); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty (i) if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunderhereunder or (ii) subject to Section 10.01, if approved, authorized or ratified in writing by the Required Lenders. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 3 contracts
Sources: Credit Agreement (Chaparral Steel CO), Credit Agreement (Chaparral Steel CO), Credit Agreement (Texas Industries Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative AgentAgents, at its their option and in its their discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative any Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate (or, if requested by the Borrower, release) any Lien on any collateral Property granted to or held by the Administrative any Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(b) or (i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative either Agent at any time, the Required Lenders will confirm in writing the Administrative such Agent’s 's authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.11.
Appears in 3 contracts
Sources: Credit Agreement (Petro Stopping Centers L P), Credit Agreement (Petro Stopping Centers Holdings Lp), Credit Agreement (Petro Financial Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuers irrevocably authorize the each Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the such Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold, to be sold, otherwise transferred or, in the case of pledged equity interests, cancelled or redeemed, as part of or in connection with any transaction permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the such Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(viSections 7.01(b) or (c); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the either Administrative Agent at any time, the Required Lenders will confirm in writing the such Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 3 contracts
Sources: Credit Agreement (Corinthian Colleges Inc), Credit Agreement (Corinthian Colleges Inc), Credit Agreement (Corinthian Colleges Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks Bank irrevocably authorize and direct the Administrative Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and Commitments, payment in full of all Obligations under the Loan Documents Indebtedness (other than contingent indemnification obligations) and ), the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory Credit, and, if any Hedging Agreement remain outstanding, confirmation from each counterparty thereto known to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or to be party to such Hedging Agreement that such Person consents to such release, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 12.04, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi9.02(e); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 11.10.
Appears in 3 contracts
Sources: Revolving Credit Agreement (Atlas America Inc), Revolving Credit Agreement (Atlas Pipeline Partners Lp), Revolving Credit Agreement (Atlas Pipeline Holdings, L.P.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion, to the extent applicable,
(a) to release any Lien Lien, if any, on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 12.1, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Banks;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi)Purchase Money Lien; and
(c) to release any Restricted Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders each Bank will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Restricted Subsidiary Guarantor from its obligations under any the Subsidiary Guarantee pursuant to this SectionSection 10.11.
Appears in 3 contracts
Sources: Credit Agreement (Ugi Corp /Pa/), Credit Agreement (Amerigas Partners Lp), Credit Agreement (Amerigas Partners Lp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Pledged Interest and any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination the occurrence of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Facility Termination Date, (ii) that is Disposed or to be Disposed as part of or in connection with any Disposition permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(k); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 3 contracts
Sources: Credit Agreement (Mueller Group, Inc.), Credit Agreement (Mueller Water Products, Inc.), Credit Agreement (Walter Industries Inc /New/)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Pledged Interest and any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as subject to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or (ii) Section 11.01, if approved, authorized or ratified in writing by the Required Lenders, or (ii) without the approval of any of the Lenders (A) upon the occurrence of the Facility Termination Date or (B) to the extent such property is Disposed or to be Disposed as part of or in accordance connection with Section 11.1any Disposition permitted hereunder or under any other Loan Document (including a Disposition of Equity Interests in New Holdco as a result of a Permitted Securities Transaction permitted hereunder);
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(j); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee applicable Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the applicable Guaranty pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Walter Industries Inc /New/), Credit Agreement (Walter Industries Inc /New/)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuers irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligationsobligations and obligations under Swap Contracts and Treasury Management Agreements) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.02(m); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (HealthSpring, Inc.), Credit Agreement (HealthSpring, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of at such time as the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Fully Satisfied, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)8.01(i) or any other Permitted Lien of a similar nature; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Kid Brands, Inc), Credit Agreement (Kid Brands, Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.11.
Appears in 2 contracts
Sources: Credit Agreement (Callaway Golf Co /Ca), Credit Agreement (Callaway Golf Co /Ca)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks Credit-Linked L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations outstanding under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Credit-Linked Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(i); and;
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder; and
(d) to enter into and perform its obligations under the Intercreditor Agreement. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Calumet Specialty Products Partners, L.P.), Credit Agreement (Calumet Specialty Products Partners, L.P.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent and the Collateral Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Recovery Event, authorized or ratified in writing (iii) is approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(j); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty provided hereunder if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent or the Collateral Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority of the Collateral Agent to release or subordinate its interest in particular types or items of property, or and of the Administrative Agent to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Huron Consulting Group Inc.), Credit Agreement (Huron Consulting Group Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and Each Lender (including in its discretion,capacity as a counterparty to a Secured Loan Document Hedge Agreement or Treasury Services Agreement) and each other Secured Party by its acceptance of the Collateral Documents irrevocably agrees:
(a) to release that any Lien on any collateral property granted to or held by the Administrative Agent or the Collateral Agent under any Loan Document or to release the General and Refunding Mortgage Bonds shall be automatically released (i) upon termination Payment in Full, (ii) at the time the property subject to such Lien is Disposed or to be Disposed as part of the Commitments and payment or in full of all Obligations connection with any Disposition permitted hereunder or under the any other Loan Documents (Document to any Person other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as a Person required to which other arrangements satisfactory ▇▇▇▇▇ ▇ ▇▇▇▇ to the Administrative Agent and or the applicable Issuing Bank in their sole discretion shall have been madeCollateral Agent under the Loan Documents, (iii) or (ii) subject to Section 10.01, if the release of such Lien is approved, authorized or ratified in writing in accordance with Section 11.1;
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document Required Lenders, (iv) if the property subject to the holder such Lien is owned by a Guarantor, either upon release of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases its Guaranty pursuant to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, clause (b) below or to the extent provided in Section 6.11(iii)(A), (v) if the property subject to such lien is owned by a Parent Pledgor, to the extent provided in Section 6.11(iii)(A) or (B), (vi) to the extent (and only for so long as) such property constitutes an “Excluded Asset” or (vii) if the release any Subsidiary Guarantor from its obligations of such Lien on such property is permitted under any Subsidiary Guarantee pursuant to this Section.the terms of each applicable Collateral Document;
Appears in 2 contracts
Sources: Credit Agreement (GIC Private LTD), Credit Agreement (Blackstone Holdings III L.P.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Credit Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Credit Document, or (iii) subject to Section 11.1, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.11.
Appears in 2 contracts
Sources: Credit Agreement (CNL Retirement Properties Inc), Credit Agreement (CNL Retirement Properties Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release or assign any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) that is (1) sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document or (2) refinanced or to be refinanced as permitted hereunder or under any other Loan Document, or (iii) subject to Section 13.4.1, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)hereunder; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty, the Environmental Indemnity Agreement and the other Loan Documents if such Person ceases to be a Subsidiary or an owner of a Collateral Property as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will promptly confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, the Environmental Indemnity Agreement and the other Loan Documents pursuant to this SectionSection 13.1.12.
Appears in 2 contracts
Sources: Loan Agreement (Wheeler Real Estate Investment Trust, Inc.), Loan Agreement (Cedar Realty Trust, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks Bank irrevocably authorize and direct the Administrative Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and Commitments, payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and ), the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory Credit, and, if any Hedging Agreement remain outstanding, confirmation from each counterparty thereto known to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or to be party to such Hedging Agreement that such Person consents to such release, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 12.04, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi9.02(f); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty Agreement if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty Agreement pursuant to this SectionSection 11.10.
Appears in 2 contracts
Sources: Revolving Credit and Term Loan Agreement (Atlas Pipeline Holdings, L.P.), Revolving Credit and Term Loan Agreement (Atlas Pipeline Partners Lp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent or the Collateral Agent, as the case may be, at its option and in its discretion,:
(ai) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Finance Document or to release the General and Refunding Mortgage Bonds (iA) upon termination of the Commitments and payment in full of all Senior Finance Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit Credit, (B) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Senior Finance Document or (iiC) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(bii) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Senior Finance Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)7.02; and
(ciii) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.11.
Appears in 2 contracts
Sources: Credit Agreement (Central Credit, LLC), Credit Agreement (Global Cash Access, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) that is sold or otherwise disposed of or to be sold or otherwise disposed of as part of or in connection with any sale permitted hereunder or under any other Loan Document or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.02(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Secured Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary the Secured Guarantee pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Conseco Inc), Credit Agreement (Conseco Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,upon direction from the Required Lenders:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination that is sold or to be sold as part of the Commitments and payment or in full of all Obligations connection with any sale permitted hereunder or under the any other Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Document, or (ii) if approved, authorized or ratified in writing in accordance with Section 11.113.04;
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Loan Documents if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the ; and The Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Loan Documents pursuant to this SectionSection 14.12. In each case as specified in this Section 14.12, the Administrative Agent is authorized to, at the Borrower’s expense, execute and deliver to the applicable Obligor such documents as such Obligor may reasonably request to evidence the release of such item of Collateral from the Liens granted under the Security Documents, or to release such Guarantor from its obligations under the Loan Documents, in each case in accordance with the terms of the Loan Documents and this Section 14.12.
Appears in 2 contracts
Sources: Senior Secured Convertible Credit Agreement (Kadmon Holdings, LLC), Senior Secured Convertible Credit Agreement (Kadmon Holdings, LLC)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Required Lenders; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Verisk Analytics, Inc.), Credit Agreement (Verisk Analytics, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks Bank irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release or direct the Collateral Agent to release any Lien on any collateral property granted to or held by the Collateral Agent or the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Loan Document, or (iiiii) if approved, authorized or ratified in writing in accordance with Section 11.19.02;
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under release any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor Party from its obligations under the Subsidiary Guarantee Loan Documents if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request ; and
(c) to subordinate any Lien on any property granted to or held by the Administrative Agent at any time, or the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations Collateral Agent under any Subsidiary Guarantee pursuant Loan Document to this Sectionthe holder of any Lien on such property that is permitted by Section 6.
Appears in 2 contracts
Sources: Credit Agreement (Great Atlantic & Pacific Tea Co Inc), Credit Agreement (Great Atlantic & Pacific Tea Co Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents having been Fully Satisfied (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) that is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Bridge Credit Agreement (U S Restaurant Properties Inc), Credit Agreement (Trustreet Properties Inc)
Collateral and Guaranty Matters. The Each of the Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Portfolio Recovery Associates Inc), Credit Agreement (Ancestry.com Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.11.
Appears in 2 contracts
Sources: Credit Agreement (Per Se Technologies Inc), Credit Agreement (Renal Care Group Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination or other satisfaction of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01 or (iv) encumbering Excluded Property;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Demand Media Inc.), Credit Agreement (Demand Media Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments Total Commitment and payment in full of all Obligations under the Loan Documents Lender Indebtedness (other than contingent indemnification obligationsobligations and Cash Collateralized L/C Obligations) and the expiration expiration, termination or termination Cash Collateralization of all outstanding Letters of Credit Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Loan Document, or (iiiii) if approved, authorized or ratified in writing in accordance with Section 11.1;by the Required Lenders (provided, that, the consent of all Lenders shall be required for the release of all or substantially all of the Collateral); and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Material Subsidiary Guarantor from its obligations under the Subsidiary Guarantee its applicable Security Instruments if such Person ceases to be a Material Subsidiary as a result of a transaction or designation permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the applicable Security Instruments, pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Quicksilver Gas Services LP), Credit Agreement (Quicksilver Gas Services LP)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate (or, if requested by the Borrower, release) any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(b), (i) or (p); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.11.
Appears in 2 contracts
Sources: Credit Agreement (Fti Consulting Inc), Credit Agreement (Fti Consulting Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Credit Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Borrower's Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Credit Document, or (iii) subject to Section 11.6, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Credit Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)clause (ix) of the definition of "Permitted Liens"; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Article IV if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee Article IV pursuant to this SectionSection 10.11.
Appears in 2 contracts
Sources: Credit Agreement (Personnel Group of America Inc), Credit Agreement (Personnel Group of America Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) that is Disposed of as part of or in connection with any Disposition permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Required Lenders; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Domestic Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor guarantor from its obligations under any the Subsidiary Guarantee Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Tetra Technologies Inc), Credit Agreement (Tetra Technologies Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) , to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1;
(b) by the Required Lenders; to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) and to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Flow International Corp), Credit Agreement (Flow International Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is part of a Disposition of property permitted hereunder or under any other Loan Document or is permitted to be released under Section 6.13, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunderhereunder or ceases to be a Guarantor as provided under Section 6.13. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.11.
Appears in 2 contracts
Sources: Credit Agreement (Western Gas Resources Inc), Credit Agreement (Western Gas Resources Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuers irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuers shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by all Lenders;
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi)[intentionally omitted]; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction release is permitted hereunderunder Section 7.14(b). Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Revolving Credit Agreement (Agree Realty Corp), Revolving Credit Agreement (Agree Realty Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuers irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuers shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Permitted Lien on such collateral that is permitted by Section 8.2(b)(vi)property; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Sun Communities Inc), Credit Agreement (Sun Communities Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Kyphon Inc), Credit Agreement (Kyphon Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks Lender irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion Lender shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 15.1, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Required Lenders; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 14.10.
Appears in 2 contracts
Sources: Credit Agreement (Huron Consulting Group Inc.), Credit Agreement (Huron Consulting Group Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks Bank irrevocably authorize and direct the Administrative Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and Commitments, payment in full of all Obligations under the Loan Documents Indebtedness (other than contingent indemnification obligations) and ), the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory Credit, and, if any Hedging Agreement remain outstanding, confirmation from each counterparty thereto known to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or to be party to such Hedging Agreement that such Person consents to such release, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to SECTION 12.04, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(viSECTION 9.02(f); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSECTIONS 11.10.
Appears in 2 contracts
Sources: Revolving Credit and Term Loan Agreement (Atlas Pipeline Partners Lp), Revolving Credit and Term Loan Agreement (Atlas Pipeline Holdings, L.P.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by all Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)8.01; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Agree Realty Corp), Credit Agreement (Agree Realty Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Salix Pharmaceuticals LTD), Credit Agreement (Arthrocare Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.11.
Appears in 2 contracts
Sources: Credit Agreement (Advanced Medical Optics Inc), Credit Agreement (Intercept Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Restricted Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Copano Energy, L.L.C.), Credit Agreement (Copano Energy, L.L.C.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks Bank irrevocably authorize and direct the Administrative Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and Commitments, payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and ), the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory Credit, and, if any Specified Swap Contracts remain outstanding, confirmation from each Swap Provider known to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or to be party to such Swap Contracts that such Swap Provider consents to such release, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Majority Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(h); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Majority Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSections 10.10.
Appears in 2 contracts
Sources: Credit Agreement (Giant Industries Inc), Credit Agreement (Giant Industries Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuers irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuers shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by all Lenders;
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi)[reserved]; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction release is permitted hereunderunder Section 7.14(b). Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Revolving Credit and Term Loan Agreement (Agree Realty Corp), Revolving Credit and Term Loan Agreement (Agree Realty Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its sole discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders or otherwise permitted under this Agreement;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)7.01; and
(c) to release any Subsidiary Guarantor (other than a Borrower) from its obligations under the Subsidiary Guarantee its Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee its Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Allied Motion Technologies Inc), Credit Agreement (Allied Motion Technologies Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks Bank irrevocably authorize the Administrative Agent, at its option and in its reasonable discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination or expiration of the Aggregate Revolving Commitments and payment in full of all the Obligations under the Loan Documents (other than (x) contingent indemnification obligationsobligations for which no claim has been asserted, (y) all Hedging Obligations or Bank Product Obligations that are not then due and payable and (z) the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or )), (ii) if approvedthat is transferred or to be transferred as part of or in connection with any disposition permitted hereunder or under any other Loan Document, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.2;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(viSections 7.2(c) or 7.2(t); and
(c) to release any Subsidiary Guarantor guarantor from its obligations under the Subsidiary Guarantee Guaranty and Security Agreement if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor guarantor from its obligations under any Subsidiary Guarantee this Agreement, pursuant to this SectionSection 9.12.
Appears in 2 contracts
Sources: Credit Agreement (Malibu Boats, Inc.), Credit Agreement (Malibu Boats, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 2 contracts
Sources: Credit Agreement (TRM Corp), Credit Agreement (TRM Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) that is Disposed of as part of or in connection with any Disposition permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Majority Lenders; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Majority Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Tapstone Energy Inc.), Credit Agreement (Tapstone Energy Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Secured Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory that have been cash collateralized to the satisfaction of the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Agent), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Required Lenders; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Restricted Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10. In connection with any release of any Lien or any Guarantor pursuant to this Section 9.10, the Administrative Agent shall execute and deliver all such documents and instruments as the applicable Credit Party shall reasonably request to evidence such release.
Appears in 2 contracts
Sources: Credit Agreement (Encore Acquisition Co), Credit Agreement (Encore Acquisition Co)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,.
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 2 contracts
Sources: Credit Agreement (Exponential Interactive, Inc.), Credit Agreement (Exponential Interactive, Inc.)
Collateral and Guaranty Matters. The (i) Each of the Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its Administrative Agent’s option and in its discretionAdministrative Agent’s discretion and upon the Borrower’s request,
(aA) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents Indebtedness (other than contingent indemnification obligationsobligations for which no claim has been made) and the expiration or termination of all Letters this Agreement, (ii) that is sold or otherwise disposed of Credit or to be sold or otherwise disposed of as part of or in connection with any sale or other disposition permitted hereunder or under any other Loan Document, (other than Letters of Credit as to which other arrangements satisfactory to iii) that is reasonably determined by the Administrative Agent and to be of immaterial value with respect to the applicable Issuing Bank in their sole discretion shall have been made) Collateral as a whole or (iiiv) if approved, authorized or ratified in writing by the Required Lenders in accordance with Section 11.19(b);
(bB) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is subject to a Lien permitted by Section 8.2(b)(vi)under clause (vi) of the definition of “Permitted Liens”; and
(cC) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty Agreement if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by under the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee pursuant to this SectionLoan Documents.
Appears in 2 contracts
Sources: Credit Agreement (Atlas Energy Solutions Inc.), Credit Agreement (Atlas Energy Solutions Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent Agent, for the ratable benefit of itself and the Lenders, under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon repayment of the outstanding principal of and all accrued interest on the Loans and Reimbursement Obligations, payment of all outstanding fees and expenses hereunder, the termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) Revolving Credit Commitment and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 14.2, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate or release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi)Permitted Lien; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee any Loan Documents if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee property pursuant to this Section.
Appears in 2 contracts
Sources: Credit Agreement (Tekelec), Credit Agreement (Tekelec)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Total Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.1, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.1(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee pursuant to this Section.
Appears in 2 contracts
Sources: Credit Agreement (Global Partners LP), Credit Agreement (Global Partners LP)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion, to the extent applicable,
(a) to release any Lien Lien, if any, on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 12.1, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Banks;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi)Purchase Money Lien; and
(c) to release any Restricted Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders each Bank will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Restricted Subsidiary Guarantor from its obligations under any the Subsidiary Guarantee pursuant to this SectionSection 10.11.
Appears in 2 contracts
Sources: Credit Agreement (Ugi Corp /Pa/), Credit Agreement (Amerigas Partners Lp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent or the Borrower at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.11.
Appears in 2 contracts
Sources: Credit Agreement (Orbital Sciences Corp /De/), Credit Agreement (Orbital Sciences Corp /De/)
Collateral and Guaranty Matters. The Without limiting the provisions of Section 9.09, each of the Lenders (including in its capacities as a potential Hedge Bank) and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than (A) contingent indemnification obligationsobligations and (B) obligations and liabilities under Secured Hedge Agreements as to which arrangements satisfactory to the applicable Hedge Bank shall have been made to the extent not expressly provided in the Secured Hedge Agreements) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) pursuant to Section 9.11, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to release any Guarantor from its obligations under the Guaranty, Security Agreement, and Pledge Agreement pursuant to Section 9.11; and
(c) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee pursuant to this Section.
Appears in 2 contracts
Sources: Credit Agreement (Ashford Hospitality Prime, Inc.), Credit Agreement (Ashford Hospitality Prime, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(h); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.12.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Majority Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(d) or Section 7.01(e), if appropriate; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Restricted Subsidiary of the Borrower as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Majority Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Loan Document, or (iiiii) if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)hereby; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 11.11.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 12.1, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Banks;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); andPurchase Money Lien;
(c) to release any Restricted Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder; and
(d) to enter into the Collateral Agency Agreement and agree to be bound by the terms thereof. Upon request by the Administrative Agent at any time, the Required Lenders each Bank will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Restricted Subsidiary Guarantor from its obligations under any the Subsidiary Guarantee pursuant to this SectionSection 10.11.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders Banks and the Issuing Banks Bank irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Credit Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is disposed of or to be disposed of as part of or in connection with any transaction permitted hereunder or under any other Credit Document, or (iii) subject to Section 9.1, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Banks; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders Majority Banks will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 8.11.
(m) Section 9.1 of the Credit Agreement is hereby amended by replacing clause (i) of such Section in its entirety with the following clause (i):
(i) release any Collateral (other than as provided in Section 8.11(a) or as otherwise permitted by the Credit Documents) in any transaction or series of related transactions.
(n) The Credit Agreement is hereby amended by incorporating Exhibit I attached hereto as Exhibit I thereto.
Appears in 1 contract
Sources: Credit Agreement (Stone Energy Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi)8.03(c) of the Incorporated Covenants; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.11.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of the Loans and all Obligations other obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to SECTION 10.1, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Lenders; and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor guarantor from its obligations under the Subsidiary Guarantee any guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor guarantor from its obligations under any Subsidiary Guarantee guarantee pursuant to this SectionSECTION 9.11. The Administrative Agent will use commercially reasonable efforts to notify the Lenders of any release of a Lien pursuant to SECTION 9.11(a)(ii) or release of a guarantor pursuant to SECTION 9.11(b).
Appears in 1 contract
Collateral and Guaranty Matters. The Each of the Lenders (including in its capacities as a potential Cash Management Bank and a potential Hedge Bank) and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
, (a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination the Facility Termination Date, (ii) that is sold or otherwise disposed of the Commitments and payment or to be sold or otherwise disposed of as part of or in full of all Obligations connection with any sale or other disposition permitted hereunder or under the any other Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Document, or (iiiii) if approved, authorized or ratified in writing by the Required Lenders in accordance with Section 11.1;
11.01; (b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(h); and
and (c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunderunder the Loan Documents. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this Section.Section 9.10. 109 CHAR1\1816984v1CHAR1\1816984v7
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted hereunder which by Section 8.2(b)(vi)operation of law or contract would be prior to the Liens securing the Obligations; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any the Subsidiary Guarantee Guaranty pursuant to this SectionSection 9.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Each of the Lenders and irrevocably authorizes the Issuing Banks irrevocably authorize the Administrative Collateral Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Collateral Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Second Lien Obligations under the Loan Documents (other than contingent indemnification obligations) obligations not yet accrued and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or payable), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate or release any Lien on any collateral property granted to or held by the Administrative Collateral Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i) or, in the case of subordination only, 7.01(p); and;
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Restricted Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee pursuant to this Section.; and
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate (or, if requested by the Borrower, release) any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(b), (i) or (p); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.11.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)7.01 if appropriate; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Restricted Subsidiary of the Borrower as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate (or instruct the Mortgage Trustee to release or subordinate) its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold, exchanged or released, or to be sold, exchanged or released, as part of or in connection with any sale, exchange or release permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(g); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 1 contract
Sources: Credit Agreement (Longview Fibre Co)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition or Investment in any Person other than a Loan Party permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral Property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral Property that is permitted by Section 8.2(b)(vi8.01(i); andand Table of Contents
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.11.
Appears in 1 contract
Sources: Credit Agreement (Practiceworks Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) , to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the termination or expiration or termination of all Commitments and any Letters of Credit Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Loan Document, or (iiiii) if approved, authorized or ratified in writing in accordance with Section 11.1;
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder12.01. Upon request by the Administrative Agent at any time, the Required Lenders will may confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 11.10. In each case as specified in this Section 11.10, Administrative Agent will, at Borrowers’ expense, execute and deliver to the applicable Loan Party such documents as such Loan Party may reasonably request to evidence the release of such item of Collateral from the assignment and security interest granted under the Collateral Documents or to subordinate its interest in such item, or to release such Guarantor from its obligations under the Guaranty, in each case in accordance with the terms of the Loan Documents and this Section 11.10.
Appears in 1 contract
Sources: Revolving Credit Agreement (FelCor Lodging Trust Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) at the request of the Borrower, to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) at the request of the Borrower, to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Total Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters every LC, (ii) that is sold or to be sold as part of Credit (or in connection with any sale permitted hereunder or under any other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Loan Document, or (iiiii) if approved, authorized or ratified ratified, in writing in accordance with by Requisite Lenders or all Lenders (to the extent the approval of all Lenders is required pursuant to Section 11.1;9.5); and
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Significant Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Requisite Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any the Subsidiary Guarantee Guaranty pursuant to this SectionSection 8.11.
Appears in 1 contract
Sources: Credit Agreement (Trammell Crow Co)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds Collateral (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination or cash collateralization of all Letters of Credit (or cash collateralization or other than Letters of Credit satisfactory arrangement as to Swap Contracts which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or constitute Obligations, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)7.01; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of propertythe Collateral, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 1 contract
Collateral and Guaranty Matters. (a) The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(ai) to release any Lien on any collateral Collateral or other property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (iA) upon termination the Discharge of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion Lender shall have been made), (B) that is sold or otherwise disposed of or to be sold or otherwise disposed of as part of or in connection with any sale or other disposition permitted hereunder or under any other Loan Document, or (iiC) subject to Section 10.1, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(bii) to subordinate any Lien on any collateral Collateral or other property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(viSections 7.3(g); and
(ciii) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee and Collateral Agreement or any other guarantee of the Obligations if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunderunder the Loan Documents. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the guaranty pursuant to this SectionSection 9.10.
Appears in 1 contract
Sources: Credit Agreement (Kaltura Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent and the Collateral Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Collateral Agent under any Loan Credit Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Credit Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Collateral Agent under any Loan Credit Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(j); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent or the Collateral Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority of the Collateral Agent to release or subordinate its interest in particular types or items property and of property, or the Administrative Agent to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee hereunder pursuant to this SectionSection 10.11.
Appears in 1 contract
Sources: Credit Agreement (Amerigroup Corp)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Facility Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Revolving Credit Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the HUTTIG CREDIT AGREEMENT expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is transferred or to be transferred as part of, or in connection with, any disposition of assets permitted hereunder or under any other Facility Document, or (iii) subject to Section 12.01, if approved, authorized or ratified in writing in accordance with Section 11.1;by the Required Lenders; and
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Facility Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.05(i); and.
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 11.21.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)7.01 if appropriate; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Restricted Subsidiary of the Borrower as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.10.
Appears in 1 contract
Sources: Second Lien Credit Agreement (Concho Resources Inc)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
(e) Section 11.01. (i) the word “and” is moved from the end of Section 11.01(c) to the end of Section 11.01(d) and (ii) a new Section 11.01(e) is added to the Credit Agreement to read as follows:
Appears in 1 contract
Sources: Credit Agreement (Nautilus, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Collateral Agent and the Mine Collateral Agent, at its their option and in its their discretion,
(ai) to release any Lien on any collateral property granted to or held by the Administrative Collateral Agent or the Mine Collateral Agent (as the case may be) under any Loan Document (x) on or after the Termination Date, (y) that is sold or otherwise disposed of or to release the General and Refunding Mortgage Bonds (i) upon termination be sold or otherwise disposed of the Commitments and payment as part of or in full of all Obligations connection with any sale or other disposition permitted under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or (iiz) subject to Section 9.2, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(bii) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)6.3(e) or to any Permitted Encumbrance; and
(ciii) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Loan Documents if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunderunder the Loan Documents. Upon request by the Administrative Collateral Agent or the Mine Collateral Agent at any time, the Required Lenders will confirm in writing the Administrative Collateral Agent’s or the Mine Collateral Agent’s (as the case may be) authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Loan Documents pursuant to this SectionSection 8.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Each of the Lenders (including in its capacities as a potential Cash Management Bank and a potential Hedge Bank) and each of the Issuing Banks L/C Issuers, and by accepting the benefits of Collateral, each of the other Secured Parties, irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than (A) contingent indemnification obligationsobligations 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 expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iiiii) if approved, authorized or ratified in writing in accordance with Section 11.110.01;
(b) to release any Guarantor from its obligations under a Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder; and
(c) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi7.01(i); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee pursuant to this Section.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and Aggregate Revolving Commitments, payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Cash Collateralized Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit), (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(i); and;
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder; and
(d) to enter into and perform its obligations under the Intercreditor Agreement. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, or to enter into and perform its obligations under the Intercreditor Agreement, in each case pursuant to this SectionSection 10.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,:
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Total Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters every Letter of Credit Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) Loan Document, or (iiiii) if approved, authorized or ratified ratified, in writing in accordance with by Requisite Lenders or all Lenders (to the extent the approval of all Lenders is required pursuant to Section 11.19.4);
(b) to subordinate any Lien on any collateral granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral that is permitted by Section 8.2(b)(vi); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Significant Subsidiary as a result of a transaction permitted hereunder; and
(c) to enter into Pari Passu Collateral Document Amendments and the Intercreditor Agreement with respect to Pari Passu Indebtedness. Upon request by the Administrative Agent at any time, the Required Requisite Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any the Subsidiary Guarantee Guaranty pursuant to this SectionSection 8.11.
Appears in 1 contract
Sources: Credit Agreement (Trammell Crow Co)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the each Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the such Administrative Agent under any Loan Security Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 10.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the such Administrative Agent under any Loan Security Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(viSections 7.01(b) or 7.01(d); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the any Administrative Agent at any time, the Required Lenders will confirm in writing the such Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 9.11.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.1, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi)8.1; and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks irrevocably authorize the Administrative Agent, at its option and in its discretion,
, (ai) to release any Lien on any collateral Collateral or other property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (iA) upon termination the Discharge of the Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion Lender shall have been made), (B) that is sold or otherwise disposed of or to be sold or otherwise disposed of as part of or in connection with any sale or other disposition permitted hereunder or under any other Loan Document, or (iiC) subject to Section 10.1, if approved, authorized or ratified in writing in accordance with Section 11.1;
by the Required Lenders; (bii) to subordinate any Lien on any collateral Collateral or other property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(viSections 7.3 (g) and (i); and
and (ciii) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee and Collateral Agreement if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunderunder the Loan Documents. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the guaranty pursuant to this SectionSection 9.10.
Appears in 1 contract
Sources: Credit Agreement (Yext, Inc.)
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuers irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion L/C Issuer shall have been made) or ), (ii) that is sold or to be sold as part of or in connection with any sale permitted hereunder or under any other Loan Document, or (iii) subject to Section 11.01, if approved, authorized or ratified in writing in accordance with Section 11.1by the Required Lenders;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi); and8.01;
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunderhereunder or pursuant to Section 4.08; and
(d) to the extent permitted by Section 4.08, release any Borrowing Base Property. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of property, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty pursuant to this SectionSection 10.10.
Appears in 1 contract
Collateral and Guaranty Matters. The Lenders and the Issuing Banks L/C Issuer irrevocably authorize the Administrative Agent, at its option and in its discretion,
(a) to release any Lien on any collateral Collateral granted to or held by the Administrative Agent under any Loan Document or to release the General and Refunding Mortgage Bonds (i) upon termination of the Aggregate Revolving Commitments and payment in full of all Obligations under the Loan Documents (other than contingent indemnification obligations) and the expiration or termination of all Letters of Credit (other than Letters of Credit as to which other arrangements satisfactory to the Administrative Agent and the applicable Issuing Bank in their sole discretion shall have been made) or Credit, (ii) if approvedthat is transferred or to be transferred as part of or in connection with any Disposition permitted hereunder or under any other Loan Document or any Involuntary Disposition, authorized or ratified in writing (iii) as approved in accordance with Section 11.111.01;
(b) to subordinate any Lien on any collateral property granted to or held by the Administrative Agent under any Loan Document to the holder of any Lien on such collateral property that is permitted by Section 8.2(b)(vi8.01(f); and
(c) to release any Subsidiary Guarantor from its obligations under the Subsidiary Guarantee Guaranty if such Person ceases to be a Subsidiary as a result of a transaction permitted hereunder. Upon request by the Administrative Agent at any time, the Required Lenders will confirm in writing the Administrative Agent’s 's authority to release or subordinate its interest in particular types or items of propertyProperty, or to release any Subsidiary Guarantor from its obligations under any Subsidiary Guarantee the Guaranty, pursuant to this SectionSection 10.10.
Appears in 1 contract
Sources: Credit Agreement (Symbion Inc/Tn)