Common use of Release of a Subsidiary Guarantor Clause in Contracts

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

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

Release of a Subsidiary Guarantor. Upon Upon (i) a defeasance of the sale Notes in accordance with the terms of Section 8.02 or disposition 8.03, or (whether by mergerii) subject to the requirements of Section 5.01, stock purchase, consolidation, dissolution, asset sale or otherwise) of a Subsidiary Guarantor (or all or substantially all its assets) to an entity which is not a Subsidiary of the Company and which sale or disposition is otherwise in compliance with the terms assets of this Agreement, such any Subsidiary Guarantor shall be deemed released from or all obligations under this Article 10 without any further action required on the part of the Administrative Agent or equity interests of any Lender; provided that any such termination shall occur only to the extent that all obligations of such Subsidiary Guarantor under all of its guarantees of, and under all of its pledges of assets are sold (including by issuance or other security interests which secure, any Indebtedness of the Company shall also terminate upon such release, sale or transfer. The Administrative Agent shall promptly deliver an appropriate instrument evidencing such release upon receipt of a request otherwise) by the Company accompanied by in a transaction constituting an Asset Disposition, and if (x) the Net Cash Proceeds from such Asset Disposition are used in accordance with Section 4.16 or (y) the Company delivers to the Trustee an Officers' Certificate certifying compliance to the effect that the Net Cash Proceeds from such Asset Disposition shall be used in accordance with Section 4.16 and within the time limits specified by Section 4.16, then such Subsidiary Guarantor (in the event of a sale or other disposition of all of the equity interests of such Subsidiary Guarantor) or the corporation acquiring such assets (in the event of a sale or other disposition of all or substantially all of the assets of such Subsidiary Guarantor) shall be released and discharged of its Subsidiary Guarantee obligations in respect of this Section 10.3Indenture and the Notes. Any Subsidiary Guarantor not so released remains liable for the full amount of principal of and interest on the Loan Notes as provided in this Article 10Eleven.

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