Common use of Release of Collateral Clause in Contracts

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 20 contracts

Sources: Indenture (Duke Energy Carolinas SC Storm Funding LLC), Indenture (Duke Energy Carolinas NC Storm Funding II LLC), Indenture (Duke Energy Carolinas NC Storm Funding II LLC)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and 29.1 Except to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as expressly provided in this Article VIII shall be bound to ascertain Clause 29, the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Note Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) the Deed of Charge only upon receipt of an Issuer Request accompanied by an Officer’s Officers' Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section Sections 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting TIA or an Opinion of Counsel in lieu of such Independent Certificates to the applicable requirements of Section 10.01effect that the TIA does not require any such Independent Certificates. (c) The Indenture Trustee 29.2 Prior to the release of any property or securities subject to the lien of the Deed of Charge, the Issuer shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable in addition to any obligation imposed in this Clause 29 or elsewhere in this Trust Deed, furnish to the Indenture Note Trustee pursuant an Officers' Certificate certifying or stating the opinion of each person signing such certificate as to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release fair value to the Issuer of the property or securities to be so released. The officers so certifying may consult with, and may conclusively rely upon a certificate as to the fair value of such property provided to such officers by an internationally recognised financial institution with expertise in such matters. 29.3 Whenever the Issuer is required to furnish to the Note Trustee an Officers' Certificate certifying or stating the opinion of any signer thereof as to the matters described in the preceding paragraph, the Issuer shall also deliver to the Note Trustee an Independent Certificate as to the same matters, if the fair value to the Issuer of the property to be so released and of all other such property made the basis of any such release since the commencement of the then current fiscal year of the Issuer, as set forth in the certificates delivered pursuant to this Clause 29, is 10% or more of the Principal Amount Outstanding, but such a certificate need not be furnished with respect to any property so released if the fair value thereof to the Issuer as set forth in the related Officers' Certificate is less than $25,000 or less than one percent of the Principal Amount Outstanding. 29.4 Whenever any property is to be released from the lien of the Deed of Charge, the Issuer shall also furnish to the Note Trustee an Officer's Certificate certifying or stating the opinion of each Person signing such certificate that in the opinion of such person the proposed release will not impair the security under the Deed of Charge in contravention of the provisions hereof. 29.5 Notwithstanding anything to the contrary contained herein, the Issuer may (A) collect, liquidate, sell or otherwise dispose of Receivables as and to the extent permitted or required by the Related Documents, (B) make cash payments out of the Issuer Accounts as and to the extent permitted or required by the Transaction Documents and (C) take any other Person entitled thereto any funds or investments then on deposit in or credited to action not inconsistent with the Collection AccountTIA.

Appears in 9 contracts

Sources: Trust Deed (Gracechurch Card Funding No 5 PLC), Trust Deed (Gracechurch Card Funding No 2 PLC), Trust Deed (Barclaycard Funding PLC)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur or Event of Default has occurred and is continuing, upon request of Borrower, Agent shall release any Lien granted to or held by Agent upon any Collateral being sold or disposed of in compliance with the provisions of the Loan Documents, as a result determined by Agent in its sole discretion. Subject to Section 12.3, promptly following indefeasible payment in full in cash of such actionall Obligations (other than indemnity obligations under the Loan Documents that are not then due and payable or with respect to which no claim has been made) and the termination of this Agreement, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivablesLiens created hereby shall terminate and Agent shall execute and deliver such documents, at any time and from time Borrower’s expense, as are necessary to time release Agent’s Liens in the ordinary course Collateral and shall return or cause the return of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by return of the Basic DocumentsCollateral to Borrower; provided, however, that the parties agree that, notwithstanding any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, termination or release or consent bythe execution, the Indenture Trustee, sell delivery or otherwise dispose filing of any Collateral previously written-off as a defaulted such documents or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction return of any conditions precedent or see Collateral, if and to the application of extent that any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance such payment made or received with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable respect to the Indenture Trustee pursuant Obligations is subsequently invalidated, determined to Section 6.07 be fraudulent or otherwise have been paidpreferential, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release set aside, defeased or required to the Issuer be repaid to a trustee, debtor in possession, receiver, custodian or any other Person entitled thereto under any funds Debtor Relief Law, common law or investments equitable cause or any other law, then the Obligations intended to be satisfied by such payment shall be revived and shall continue as if such payment had not been received by Agent and the Liens created hereby shall be revived automatically without any action on deposit in the part of any party hereto and shall continue as if such payment had not been received by Agent. Agent shall not be deemed to have made any representation or credited warranty with respect to any Collateral so delivered except that such Collateral is free and clear, on the Collection Accountdate of such delivery, of any and all Liens arising from such Person’s own acts. Section 12.9 shall not be applicable to any actions required to be taken by the Agent under this Section.

Appears in 8 contracts

Sources: Loan and Security Agreement (Katapult Holdings, Inc.), Loan and Security Agreement (Katapult Holdings, Inc.), Loan and Security Agreement (Katapult Holdings, Inc.)

Release of Collateral. (a) So long as Subject to subsections (b), (c), (d) and (e) of this Section 11.04, Collateral shall automatically be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Agreements at any time and or from time to time in accordance with the ordinary course provisions of businessthe Collateral Agreements or as provided hereby. In addition, upon the request of the Company pursuant to an Officer’s Certificate and Opinion of Counsel certifying that all conditions precedent hereunder have been met and stating whether or not such release is in connection with an Asset Sale (at the sole cost and expense of the Company and without any notice torecourse, representation or release or consent bywarranty), the Indenture TrusteeTrustee or the Collateral Agent, but only as and to the extent permitted by case may be, shall release Collateral that is sold, conveyed or disposed of in compliance with the Basic Documentsprovisions of this Indenture; provided, howeverthat if such sale, that any and all proceeds conveyance or disposition constitutes an Asset Sale, the Company shall apply the Net Proceeds in accordance with Section 5.10 hereof. Upon receipt of such dispositions shall become Collateral Officer’s Certificate and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoingOpinion of Counsel, the Servicer, mayCollateral Agent shall, at the sole cost and expense of the Company and without recourse, representation or warranty, execute, deliver or acknowledge any time and from time to time without any notice tonecessary or proper instruments of termination, satisfaction or release or consent by, to evidence the Indenture Trustee, sell or otherwise dispose release of any Collateral previously written-off as a defaulted permitted to be released pursuant to this Indenture or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentenceCollateral Agreements. (b) The Indenture Trustee mayNote Liens upon the Collateral will no longer secure the Notes or any other Note Obligations, and when required by the right of the Holders to the benefits and proceeds of the Note Liens on the Collateral will terminate and be discharged automatically: (i) upon satisfaction and discharge of this Indenture as set forth under Article 13 hereof; (ii) upon a Legal Defeasance or Covenant Defeasance of the Notes under this Indenture as set forth under Article 9 hereof; (iii) upon payment in full and discharge of all Notes outstanding under this Indenture and all Note Obligations that are outstanding, due and payable under this Indenture at the time the Notes are paid in full and discharged; (iv) in whole or in part, with the consent of the Holders in accordance with the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and described under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see 10 hereof; or (v) to the application of extent not otherwise terminated and discharged, with respect to any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of asset that is or becomes an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Excluded Asset. (c) The No Collateral shall be released from the Liens and security interest created by the Collateral Agreements pursuant to the provisions of the Collateral Agreements unless (i) there shall have been delivered to the Collateral Agent the Officer’s Certificate and Opinion of Counsel required by this Section 11.04 and (ii) the Collateral Agent and the Trustee have received all documentation, if any, that may be required by the TIA. In connection with any release of Collateral, the Collateral Agent will promptly execute any release documentation with respect thereto reasonably requested by the Company. Upon the payment in full of all Note Obligations of the Company under this Indenture and the Notes, or upon Legal Defeasance, the Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding the request and all sums payable sole cost and expense of the Company, deliver a certificate to the Indenture Trustee Collateral Agent stating that such Note Obligations have been paid in full, and instruct the Collateral Agent to release the Liens pursuant to Section 6.07 this Indenture and the Collateral Agreements. (d) At any time when a Default or otherwise Event of Default shall have occurred and be continuing and the maturity of the Notes shall have been paidaccelerated (whether by declaration or otherwise) and the Trustee shall have delivered a notice of acceleration to the Collateral Agent, no release any remaining portion of Collateral pursuant to the provisions of the Storm Recovery Collateral that secured Agreements shall be effective as against the Storm Recovery Bonds Holders. (e) The release of any Collateral from the Lien terms of this Indenture and release the Collateral Agreements shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms hereof. To the extent applicable, the Company shall cause TIA § 313(b), relating to reports, and TIA § 314(d), relating to the release of property or securities from the Lien and security interest of the Collateral Agreements and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Collateral Agreements, to be complied with. Any certificate or opinion required by TIA § 314(d) may be made by an Officer of the Company except in cases where TIA § 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee and the Collateral Agent in the exercise of reasonable care.

Appears in 8 contracts

Sources: Indenture (FiberTower CORP), Indenture (FiberTower CORP), Indenture (FiberTower CORP)

Release of Collateral. (a) So long Upon satisfaction and discharge of this Indenture pursuant to Section 4.01 and otherwise as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent bypermitted by this Indenture, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions Trustee shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the sameproperty, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon on an instrument executed by the Indenture Trustee as provided in this Article VIII Section shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent precedent, or see to the application of any moneys. (b) When no Notes are Outstanding and the Issuer has paid all other sums payable under this Indenture by the Issuer, the Indenture Trustee shall release any remaining Collateral that secured the Notes from the lien of this Indenture and release to the Issuer any funds then on deposit in any account other than funds held in trust for the satisfaction of Notes that have not been surrendered for payment. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon on receipt of an Issuer Request accompanied by an Officer’s 's Certificate. (c) Whenever a Mortgage Loan has been substituted for or repurchased in accordance with Section 2.02(b) or 2.04(d) of the Sale and Servicing Agreement, purchased in accordance with Section 3.06 of the Sale and Servicing Agreement, or designated for transfer in accordance with Section 2.06 of the Sale and Servicing Agreement, the Indenture Trustee shall execute appropriate documents to release the Mortgage Loan from the lien of this Indenture and deliver the Mortgage File to the appropriate party. (d) The Indenture Trustee shall release property from the lien of this Indenture only on receipt of an Issuer Request accompanied by an Officer's Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost Counsel, and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section TIA Sections 314(c) and 314(d)(l) or an Opinion of the Trust Indenture Act and Section 314(d)(1) Counsel in lieu of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable Independent Certificates to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release effect that the TIA does not require any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountIndependent Certificates.

Appears in 7 contracts

Sources: Indenture (CWHEQ Revolving Home Equity Loan Trust, Series 2007-C), Indenture (CWHEQ Revolving Home Equity Loan Trust, Series 2007-A), Indenture (CWHEQ Revolving Home Equity Loan Trust, Series 2006-I)

Release of Collateral. (a) So long as the Issuer is not in default hereunder Subject to subsections (b) and no Default hereunder would occur as a result of such action(c) hereof, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time Section 11.1 hereof and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and Operative Documents, the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s 's Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section TIA Sections 314(c) and 314(d)(l) or an Opinion of Counsel in lieu of such Independent Certificates to the effect that the TIA does not require any such Independent Certificates. (b) The Servicer, on behalf of the Trust Issuer, shall be entitled to obtain a release from the lien of this Indenture Act for any Home Equity Loan and Section 314(d)(1the related Property at any time (i) after a payment by the Seller or the Issuer of the Trust Loan Purchase Price of the Home Equity Loan, (ii) after a Qualified Replacement Mortgage is substituted for such Home Equity Loan and payment of the Substitution Amount if any, (iii) after liquidation of the Home Equity Loan in accordance with Section 4.13 of the Sale and Servicing Agreement and the deposit of all Liquidation Proceeds thereon in the Principal and Interest Account, or (iv) upon the termination of a Home Equity Loan (due to, among other causes, a prepayment in full of the Home Equity Loan and sale or other disposition of the related Property), if the Issuer delivers to the Indenture Act meeting Trustee and the applicable requirements Note Insurer an Issuer Request (A) identifying the Home Equity Loan and the related Property to be released, (B) requesting the release thereof, (C) setting forth the amount deposited in the Principal and Interest Account with respect thereto, and (D) certifying that the amount deposited in the Principal and Interest Account (x) equals the Loan Purchase Price of Section 10.01the Home Equity Loan, in the event a Home Equity Loan and the related Property are being released from the lien of this Indenture pursuant to item (i) above, (y) equals the Substitution Amount related to the Qualified Replacement Mortgage and the Home Equity Loan being released from the lien of this Indenture pursuant to item (ii) above, or (z) equals the entire amount of recoveries received with respect to such Home Equity Loan and the related Property in the event of a release from the lien of this Indenture pursuant to items (iii) or (iv) above. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding if requested in writing by the Servicer, temporarily release or cause the Custodian to temporarily release to the Servicer the File pursuant to the provisions of Section 4.14 of the Sale and all sums payable Servicing Agreement upon compliance by the Servicer of the provisions thereof provided that the Indenture Trustee's File shall have been stamped to signify the Issuer's pledge to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of under this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountIndenture.

Appears in 5 contracts

Sources: Indenture (Imc Home Equity Loan Owner Trust 1998-6), Indenture (Imc Home Equity Loan Owner Trust 1997-8), Indenture (Bear Stearns Asset Backed Securities Inc)

Release of Collateral. (a) So long as If no Event of Default has occurred and is continuing, the Issuer is not in default hereunder and no Default hereunder would occur as Borrower may, by delivery of a result certificate of a Responsible Officer of the Collateral Manager delivered to the Collateral Agent at least one Business Day prior to the settlement date for any sale of any item of Collateral certifying that the sale of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account security is being made in accordance with Section 10.01 and such sale complies with all applicable requirements of Section 10.01, direct the terms Collateral Agent (or the Document Custodian on its behalf) to release or cause to be released such item from the lien of this Agreement and, upon receipt of such certificate, the Collateral Agent (or Document Custodian, as applicable) shall deliver any such item, if in physical form, duly endorsed to the broker or purchaser designated in such certificate or, if such item is a Clearing Corporation Security, cause an appropriate transfer thereof to be made, in each case against receipt of the Servicing Agreement and sales price therefor as specified by the requirements of Collateral Manager in such certificate; provided that the proviso Collateral Agent (or Document Custodian, as applicable) may deliver any such item in the preceding sentencephysical form for examination in accordance with street delivery custom. (b) The Indenture Trustee maySubject to the terms of this Agreement, the Collateral Agent or Document Custodian, as applicable, shall, upon the receipt of a certificate of the Borrower, by delivery of a certificate of a Responsible Officer of the Collateral Manager, deliver any Collateral as instructed in such certificate, and when required execute such documents or instruments as are presented by the provisions Borrower or the Collateral Manager and are reasonably necessary to release or cause to be released such security from the lien of this Indenture shallAgreement, execute instruments which is set for any mandatory call or redemption or payment in full to release property from the Lien of this Indentureappropriate paying agent on or before the date set for such call, redemption or convey the Indenture Trustee’s interest in the samepayment, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon each case against receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates call or redemption price or payment in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01full thereof. (c) As provided in Section 8.02(a), the Collateral Agent shall deposit any proceeds received by it from the disposition of Collateral in the applicable subaccount of the Collection Account, unless simultaneously applied to the purchase of additional Loans or Eligible Investments as permitted under and in accordance with the requirements of this Article VIII and Article X. (d) The Indenture Trustee Collateral Agent shall, upon receipt of a certificate of a Responsible Officer of the Borrower (or the Collateral Manager on its behalf), at such time as there are no Storm Recovery Bonds Outstanding Commitments outstanding and all sums payable to Obligations of the Indenture Trustee pursuant to Section 6.07 or otherwise Borrower hereunder and under the other Facility Documents have been paidsatisfied, release any remaining portion Collateral from the lien of the Storm Recovery this Agreement. (e) Any security, Collateral Loan or amounts that secured the Storm Recovery Bonds are released pursuant to Section 8.07(a) or (b) shall automatically be released from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountAgreement.

Appears in 5 contracts

Sources: Revolving Credit and Security Agreement (Monroe Capital Income Plus Corp), Revolving Credit and Security Agreement (Monroe Capital Income Plus Corp), Revolving Credit and Security Agreement (Monroe Capital Income Plus Corp)

Release of Collateral. (a) So long Except as the Issuer is not otherwise provided in default hereunder subsections (b) and no Default hereunder would occur as a result (c) of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time this Section and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and Operative Agreements, the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon receipt by it of an Issuer Request accompanied by (i) an Officer’s Certificate, (ii) an Opinion of Counsel of external counsel of the Issuer Counsel, (at the Issuer’s cost and expenseiii) certificates in accordance with TIA Sections 314(c) and (if required by the Trust Indenture Actd)(1), and (iv)(A) Independent Certificates in accordance with Section TIA Sections 314(c) and 314(d)(1) or (B) an Opinion of Counsel in lieu of such Independent Certificates to the effect that the TIA does not require any such Independent Certificates; provided that no such Independent Certificates or Opinion of Counsel in lieu of such Independent Certificates shall be necessary in respect of property released from the lien of the Trust Indenture Act and Section 314(d)(1in accordance with the provisions hereof if such property consists solely of cash. (b) The Servicer or any Subservicer (or if neither does so, the Master Servicer), on behalf of the Trust Issuer, shall be entitled to obtain a release from the lien of this Indenture Act meeting for any Mortgage Loan and the applicable requirements Mortgaged Property at any time (i) after a payment by the Seller or the Issuer of the Purchase Price of the Mortgage Loan, (ii) after a Qualifying Substitute Mortgage Loan is substituted for such Mortgage Loan and payment of the Substitution Amount, if any, (iii) after liquidation of the Mortgage Loan in accordance with the Transfer and Servicing Agreement and the deposit of all Liquidation Proceeds and Insurance Proceeds in the Collection Account, (iv) upon the termination of a Mortgage Loan (due to, among other causes, a prepayment in full of the Mortgage Loan and sale or other disposition of the related Mortgaged Property), or (v) as contemplated by Section 10.019.02 of the Transfer and Servicing Agreement. (c) The Indenture Trustee shall, at if requested by the Servicer or the Subservicer, temporarily release or cause the applicable Custodian temporarily to release to such time as there are no Storm Recovery Bonds Outstanding party the Mortgage File pursuant to the provisions of Section 5.15 of the Transfer and all sums payable Servicing Agreement and Section 5 of the Custodial Agreement; provided, however, that the Mortgage File shall have been stamped to signify the Issuer’s pledge to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of under the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountIndenture.

Appears in 5 contracts

Sources: Indenture (NYMT Securities CORP), Indenture (Merrill Lynch Mort Inv Fieldstone Mort Inv Tr Ser 2004-1), Indenture (Fieldstone Mortgage Investment Trust, Series 2004-3)

Release of Collateral. (a) So long as The Liens securing the Issuer is not in default hereunder Obligations on the applicable Collateral shall be automatically terminated and no Default hereunder would occur as a result released without further action by any party (other than satisfaction of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time requirements in the ordinary course Security Documents, if any), in whole or in part: (i) upon any disposition of business, without all or any notice to, or release or consent by, the Indenture Trustee, but only as and portion of Collateral (other than a disposition to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer Company or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Grantor Subsidiary) in accordance with the terms of the Servicing Agreement this Indenture; (ii) upon discharge of this Indenture and the requirements other Indenture Documents in accordance with Article 7; (iii) at the direction of the proviso Holders of at least a majority of the aggregate principal amount of Notes then Outstanding; or (iv) if the Collateral is owned by a Grantor Subsidiary, upon release of such Grantor Subsidiary in its capacity as a Subsidiary Guarantor from the preceding sentenceObligations in accordance with the provisions hereof. (b) The Indenture Without the necessity of any consent of or notice to the Trustee mayor any Holder of the Notes, the Company or any Grantor Subsidiary may request and instruct the Collateral Agent to, on behalf of each Holder of Notes, (i) execute and deliver to the Company or any Officer of the Company, as the case may be, for the benefit of any Person, such release documents as may be reasonably requested in writing, of all Liens held by the Collateral Agent in any Collateral securing the Obligations, and when required by (ii) deliver any such assets in the provisions possession of this the Collateral Agent to any Company Indenture shallParty, execute instruments to as the case may be; and Collateral Agent shall promptly take such actions provided that any such release property from complies with and is expressly permitted in accordance with the Lien terms of this Indenture, or convey the Indenture Trustee’s interest in Intercreditor Agreement and the same, in a manner Security Documents and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request is accompanied by an Officer’s Certificate, an Certificate and Opinion of Counsel to such effect, which Officer’s Certificate and Opinion of external counsel Counsel shall also state that all covenants and conditions precedent to such actions have been complied with, on which Officer’s Certificate and Opinion of Counsel the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Collateral Agent shall be permitted to conclusively rely. (c) The Indenture Trustee shallrelease of any Collateral from the Liens securing the Obligations or the release of, at such time as there are no Storm Recovery Bonds Outstanding in whole or in part, the Liens securing the Obligations created by any of the Security Document will not be deemed to impair the Liens securing the Obligations in contravention of the provisions hereof if and all sums payable to the Indenture Trustee extent the Collateral or the Liens securing the Obligations are released pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien terms of this Indenture and the applicable Security Documents. Each of the Holders of the Notes acknowledges that a release of Collateral or Liens securing the Obligations strictly in accordance with the terms of this Indenture, the Intercreditor Agreement and the Security Documents will not be deemed for any purpose to be an impairment of the Security Documents or otherwise contrary to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountterms of this Indenture.

Appears in 5 contracts

Sources: Indenture (ProSomnus, Inc.), Indenture (ProSomnus, Inc.), Indenture (ProSomnus, Inc.)

Release of Collateral. (a) So long Subject to Section 12.02(c), the Liens securing the Notes and the Notes Obligations shall be automatically released, and the Trustee shall execute documents evidencing such release, or instruct the Collateral Agent to execute, as applicable, the same at the Issuer’s sole cost and expense, under any one or more of the following circumstances: (A) to enable the Issuer and/or one or more Guarantors to consummate the sale, transfer or other disposition (including by the termination of capital leases or the repossession of the leased property in a capital lease by the lessor) of such property or assets (to a Person that is not in default hereunder and no Default hereunder would occur as the Issuer or a result Subsidiary of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and ) to the extent permitted by Section 4.10 hereof; (B) in the Basic Documents; providedcase of a Guarantor that is released from its Guarantee with respect to the Notes pursuant to the terms of this Indenture, however, that any the release of the property and all proceeds assets of such dispositions shall become Collateral Guarantor; or (C) in respect of any property and be deposited to the General Subaccount immediately upon receipt thereof by assets of the Issuer or any other Persona Guarantor that would constitute ABL Priority Collateral if at such time it is not subject to a Lien securing ABL Obligations, including so long as the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentenceABL Facility is still outstanding. (b) The Indenture Trustee maySubject to Section 12.02(c), the Liens on the Collateral securing the Notes and the Guarantees also shall be automatically released, and when required by the provisions Trustee shall execute documents evidencing such release, or instruct the Collateral Agent to execute, as applicable, the same at the Issuer’s sole cost and expense, under any one or more of the following circumstances: (A) upon payment in full of the principal of, together with accrued and unpaid interest on, the Notes and all other Obligations under this Indenture, the Guarantees and the Security Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest are paid; (B) upon the Issuer exercising its legal defeasance option or covenant defeasance option as described under Article 8 hereof or the Issuer’s obligations under this Indenture shall, execute instruments to release property from being discharged in a manner not in violation of the Lien terms of this Indenture, including as described under Article 11 hereof; (C) pursuant to the Security Documents, the First Lien Intercreditor Agreement or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent ABL Intercreditor Agreement; or (D) with the provisions consent of the requisite Holders of the Notes in accordance with Article 9 of this Indenture. No party relying upon an instrument executed by , including consents obtained in connection with a tender offer or exchange offer for, or purchase of, the Indenture Notes. (c) With respect to any release of Collateral, the Trustee as provided in this Article VIII shall, or shall be bound to ascertain cause the Indenture Trustee’s authorityCollateral Agent to, inquire into the satisfaction of any conditions precedent execute, deliver or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer acknowledge (at the Issuer’s cost and expense) and (if required by such instruments or releases to evidence the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) release of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable any Collateral permitted to the Indenture Trustee be released pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to or the Issuer Security Documents or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountIntercreditor Agreements.

Appears in 5 contracts

Sources: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.)

Release of Collateral. (a) All money and other property withdrawn from the Collection Account by the Indenture Trustee for payment to the Issuer as provided in this Indenture in accordance with Section 8.02 hereof shall be deemed released from the Indenture when so withdrawn and applied in accordance with the provisions of Article VIII, without further notice to, or release or consent by, the Indenture Trustee. (b) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such actionhereunder, the Issuer, through the Servicer, may collect, liquidate, sell or otherwise dispose of written-off receivablesthe Transferred Environmental Control Property, at any time and from time to time in the ordinary course of businesstime, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time . (c) Other than as provided for in clauses (a) and from time to time without any notice to, or release or consent by(b) above, the Indenture TrusteeTrustee shall release property from the lien of this Indenture only as and to the extent permitted by the Basic Documents and only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, sell or otherwise dispose an Opinion of any Collateral previously written-off as a defaulted or uncollectible account Counsel and Independent Certificates in accordance with TIA § 314(c) and 314(d)(1) meeting the terms of the Servicing Agreement and the applicable requirements of Section 11.01 or an Opinion of Counsel in lieu of such Independent Certificates to the proviso in effect that the preceding sentenceTIA does not require any such Independent Certificate. (bd) The Subject to the payment of its fees and expenses pursuant to Section 6.07, the Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (ce) The Subject to Section 8.03(c), the Indenture Trustee shall, at such time as there are no Storm Recovery Environmental Control Bonds Outstanding and all sums payable to due the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Series Collateral that secured the Storm Recovery Environmental Control Bonds from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 5 contracts

Sources: Indenture (MP Environmental Funding LLC), Indenture (MP Environmental Funding LLC), Indenture (PE Environmental Funding LLC)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur or Event of Default has occurred and is continuing, upon request of Borrower, Agent shall release any Lien granted to or held by Agent upon any Collateral being sold or disposed of in compliance with the provisions of the Loan Documents, as a result determined by Agent in its Permitted Discretion. Promptly following full performance and satisfaction and indefeasible payment in full in cash of such actionall Obligations and the termination of the Commitments and this Agreement, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivablesLiens created hereby shall terminate and Agent shall execute and deliver such documents, at any time and from time Borrower’s expense, as are necessary to time release Agent’s Liens in the ordinary course of business, without any notice to, Collateral and shall return the Collateral to Borrower or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic DocumentsPerson lawfully entitled thereto; provided, however, that the parties agree that, notwithstanding any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, termination or release or consent bythe execution, the Indenture Trustee, sell delivery or otherwise dispose filing of any Collateral previously written-off as a defaulted such documents or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction return of any conditions precedent or see Collateral, if and to the application of extent that any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance such payment made or received with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable respect to the Indenture Trustee pursuant Obligations is subsequently invalidated, determined to Section 6.07 be fraudulent or otherwise have been paidpreferential, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release set aside, defeased or required to the Issuer be repaid to a trustee, debtor in possession, receiver, custodian or any other Person entitled thereto under any funds Debtor Relief Law, common law or investments equitable cause or any other law, then the Obligations intended to be satisfied by such payment shall be revived and shall continue as if such payment had not been received by Agent and/or Lender and the Liens created hereby shall be revived automatically without any action on deposit in the part of any party hereto and shall continue as if such payment had not been received by Agent and/or Lender. Neither Agent nor any Lender shall be deemed to have made any representation or credited warranty with respect to any Collateral so delivered except that such Collateral is free and clear, on the Collection Accountdate of such delivery, of any and all Liens arising from Agent’s own acts.

Appears in 5 contracts

Sources: Loan and Security Agreement (Harvest Capital Credit Corp), Loan and Security Agreement (Harvest Capital Credit Corp), Loan and Security Agreement (Harvest Capital Credit Corp)

Release of Collateral. (a) So long as Subject to subsections (b), (c) and (d) of this Section 11.03 and the Issuer is not in default hereunder terms of the Pledge Agreement, Collateral may be released from the Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Pledge Agreement at any time and or from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the provisions of the Pledge Agreement. In addition, subject to the terms of the Servicing Pledge Agreement, upon the request of the Company pursuant to an Officers’ Certificate certifying that all conditions precedent hereunder have been met and (at the sole cost and expense of the Company) the Collateral Agent shall release the Collateral that is sold, conveyed or disposed of in compliance with the provisions of the Pledge Agreement and this Indenture. Upon receipt of such Officers’ Certificate, the requirements Collateral Agent shall execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to evidence the proviso in release of any Collateral permitted to be released pursuant to this Indenture or the preceding sentencePledge Agreement, as prepared by the Company. (b) The Indenture Trustee may, No Collateral shall be released from the Lien and when required security interest created by the Pledge Agreement pursuant to the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII Pledge Agreement unless there shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see have been delivered to the application of any moneys. The Indenture Trustee shall release property from Collateral Agent the Lien of this Indenture pursuant to certificate required by this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.03. (c) The Indenture Trustee shall, at such At any time as there are no Storm Recovery Bonds Outstanding and all sums payable when a Default or Event of Default with respect to the Indenture Notes shall have occurred and be continuing and the maturity of the Notes shall have been accelerated (whether by declaration or otherwise) and the Trustee shall have delivered a notice of acceleration to the Collateral Agent, no release of Collateral pursuant to Section 6.07 or otherwise have been paid, release any remaining portion the provisions of the Storm Recovery Pledge Agreement shall be effective as against the Holders of Notes. (d) The release of any Collateral that secured the Storm Recovery Bonds from the Lien terms of this Indenture and release the Pledge Agreement shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms of this Indenture or the terms of the Pledge Agreement. To the extent applicable, the Company shall cause TIA Section 313(b), relating to reports, and TIA Section 314(d), relating to the release of property or securities from the Lien and security interest of the Pledge Agreement and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Pledge Agreement, to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Company except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected by the Company in a manner consistent with the requirements of the TIA.

Appears in 4 contracts

Sources: Indenture (Ipalco Enterprises, Inc.), Indenture (Ipalco Enterprises, Inc.), Indenture (Ipalco Enterprises, Inc.)

Release of Collateral. (a) So long as The Issuer and the Issuer Note Guarantors will be entitled to the release of the Liens over property and other assets constituting Collateral securing the Notes under any one or more of the following circumstances: (1) in connection with any sale or other disposition of assets which are subject to such Liens to a Person that is not (either before or after giving effect to such transaction) a Restricted Subsidiary of the Parent Guarantor, if the sale or other disposition does not violate the provisions of this Indenture described under Section 4.11; (2) in default hereunder and no Default hereunder would occur as a result of such actionpart, if the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at Parent Guarantor designates any time and from time Restricted Subsidiary to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account an Unrestricted Subsidiary in accordance with the terms applicable provisions of this Indenture, the release of the Servicing Agreement and the requirements Capital Stock of such Unrestricted Subsidiary; (3) upon repayment in full of the proviso Notes; (4) upon legal defeasance, covenant defeasance or satisfaction and discharge of this Indenture as provided under Article 8; (5) in connection with an enforcement sale pursuant to the preceding sentenceSecurity Documents; (6) as otherwise not prohibited by this Indenture or the Security Documents; or (7) as described under Article 9. (b) The Indenture Trustee may, and when required by A release of any portion of the Collateral pursuant to the provisions of this Indenture shall, execute instruments and the Security Documents shall not be deemed to release property from impair the Lien of this Indenture, or convey security interest on the Indenture Trustee’s interest in the same, in a manner and remaining Collateral under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of or the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Security Documents. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable Issuer (or relevant Note Guarantor) will furnish to the Indenture Trustee (or its agent) and the Security Trustee, prior to each proposed release of such Collateral pursuant to Section 6.07 the Security Documents and/or this Indenture, an Officers’ Certificate or otherwise have an Opinion of Counsel to the effect that all conditions to the release of such Collateral has been paidcomplied with, as required; provided, however, in no event (except in the event where an action with respect to such release any remaining portion is required of the Storm Recovery Trustee) shall this Indenture or any Security Document require an Officers’ Certificate or an Opinion of Counsel for the release of a Lien on Collateral that secured is sold or pledged in the Storm Recovery Bonds from ordinary course of business to the Lien of extent such sale or pledge is not prohibited by this Indenture or the Security Documents (which Collateral shall be deemed automatically released upon any such sale) and release provided further that the Trustee shall not be required to the Issuer or make any other Person entitled thereto any funds or investments then on deposit inquiries as to compliance with transactions made in or credited to the Collection Accountaccordance with this proviso.

Appears in 4 contracts

Sources: Indenture (Enduro SpA), Indenture (Emeco Parts Pty LTD), Indenture (Emeco Parts Pty LTD)

Release of Collateral. (a) So long as The Issuer and the Issuer Guarantors shall be entitled to the release of the following property and other assets constituting Collateral from the Liens securing the Notes and the Note Guarantees under any one or more of the following circumstances: (1) in the case of a Guarantor that is not in default hereunder released from its Note Guarantee pursuant to the terms hereof, the property and no Default hereunder would occur as a result assets of such actionGuarantor; (2) concurrently with any release of such Collateral under the Credit Agreement, the IssuerExisting Notes, through the Servicer, may collect, sell or otherwise dispose and all then outstanding Permitted Parity Indebtedness; (3) any Collateral that is sold (other than any such sale to another grantor of written-off receivables, at any time and from time to time Collateral) in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent a transaction permitted by the Basic DocumentsCredit Agreement; (4) as described under Section 9.02(b); providedor (5) upon (i) payment in full of the principal of, howevertogether with accrued and unpaid interest on, that any the Notes and all proceeds of such dispositions shall become Collateral other Obligations under this Indenture, the Note Guarantees and be deposited the Security Documents that are due and payable at or prior to the General Subaccount immediately upon receipt thereof by the Issuer time such principal, together with accrued and unpaid interest, are paid or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, (ii) a legal defeasance or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account covenant defeasance hereunder made in accordance with the terms Sections 8.02 or 8.03 or a discharge of the Servicing Agreement and the requirements of the proviso in the preceding sentencethis Indenture pursuant to Section 8.01. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon Upon receipt of an Issuer Request accompanied by an Officer’s Certificate, Certificate and an Opinion of Counsel certifying that all conditions precedent hereunder and under the Security Documents (and TIA Section 314(d)), if any, to such release have been met and any necessary or proper instruments of external counsel of termination, satisfaction or release prepared by the Issuer Issuer, the Trustee shall, to the extent it may do so under the applicable Security Documents, or shall cause the Collateral Agent to, execute, deliver or acknowledge (at the Issuer’s cost and expense) such instruments or releases to evidence the release of any Collateral permitted to be released pursuant to this Indenture or the Security Documents. Neither the Trustee nor the Collateral Agent shall be liable for any such release undertaken in good faith in reliance upon any such Officer’s Certificate or Opinion of Counsel, and (if required by the Trust Indenture Act) Independent Certificates notwithstanding any term hereof or in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable any Security Document to the Indenture contrary, the Trustee pursuant and Collateral Agent shall not be under any obligation to Section 6.07 or otherwise have been paid, release any remaining portion such Lien and security interest, or execute and deliver any such instrument of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien release, satisfaction or termination, unless and until it receives such Officer’s Certificate and Opinion of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountCounsel.

Appears in 4 contracts

Sources: Fourth Supplemental Indenture (QVC Inc), Third Supplemental Indenture (QVC Inc), Second Supplemental Indenture (QVC Inc)

Release of Collateral. (a) So long as Subject to subsections (b), (c) and (d) of this Section 11.03, Collateral may be released from the Issuer is not in default hereunder Lien created by this Indenture and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Documents at any time and or from time to time in upon the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms request of the Servicing Agreement Issuers pursuant to an Officers’ Certificate certifying that all terms for release and conditions precedent hereunder and under any applicable Collateral Document have been met and specifying (x) the requirements identity of the proviso in Collateral to be released and (y) the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions provision of this Indenture shallwhich authorizes such release. The Trustee shall release (at the sole cost and expense of the Issuers) (i) all Collateral that is contributed, execute instruments sold, leased, conveyed, transferred or otherwise disposed of (including, without limitation, any Collateral that is contributed, sold, leased, conveyed, transferred or otherwise disposed of to release property from an Unrestricted Subsidiary, but excluding any such contribution, sale, lease, conveyance, transfer or other distribution to the Lien either of this Indenturethe Issuers or a Restricted Subsidiary); provided such contribution, sale, lease, conveyance, transfer or convey the Indenture Trustee’s interest other distribution is or will be made in the same, in a manner and under circumstances that are not inconsistent accordance with the provisions of this Indenture. No party relying upon an instrument executed , including, without limitation, the requirement that the net proceeds from such contribution, sale, lease, conveyance, transfer or other distribution are or will be applied in accordance with this Indenture and that no Default or Event of Default has occurred and is continuing or would occur immediately following such release; (ii) Collateral that is condemned, seized or taken by the Indenture Trustee power of eminent domain or otherwise; provided that no Default or Event of Default has occurred and is continuing or would occur immediately following such release; (iii) Collateral which may be released with the consent of Holders pursuant to Article Nine hereof; (iv) all Collateral (except as provided in Article Eight hereof and, in particular, the funds in the trust fund described in Section 8.04 hereof) upon discharge of defeasance of this Indenture in accordance with Article VIII Eight hereof; (v) all Collateral upon the payment in full of all obligations of the Issuers with respect to the Notes; (vi) Collateral of a Subsidiary Guarantor whose Subsidiary Guarantee is released pursuant to Section 10.07 hereof; and (vii) Collateral that is expressly required to be released by any Collateral Document. Upon receipt of such Officers’ Certificate the Trustee shall execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to evidence the release of any Collateral permitted to be released pursuant to this Indenture or the Collateral Documents. The Trustee is hereby authorized and shall, from time to time upon request of the Issuers, and at the Issuers’ expense, execute and deliver UCC-3 partial release or termination statements and such other documents evidencing release of Collateral available for release pursuant to clauses (i) through (vii) above. (b) Except pursuant to Section 11.03(a) above, no Collateral shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property released from the Lien of this Indenture and security interest created by the Collateral Documents pursuant to the provisions of the Collateral Documents unless there shall have been delivered to the Trustee the Officers’ Certificate required by this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.03. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, may release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien and security interest created by this Indenture and the Collateral Documents upon the sale or disposition of Collateral pursuant to the Trustee’s powers, rights and duties with respect to remedies provided under any of the Collateral Documents. (d) The release of any Collateral from the terms of this Indenture and release the Collateral Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms hereof. To the extent applicable, the Issuers shall cause TIA § 313(b), relating to reports, and TIA § 314(d), relating to the release of property or securities from the Lien and security interest of the Collateral Documents and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Collateral Documents, to be complied with. Any certificate or opinion required by TIA § 314(d) may be made by an Officer of each of the Issuers except in cases where TIA § 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care.

Appears in 4 contracts

Sources: Indenture (Circus & Eldorado Joint Venture), Indenture (Circus & Eldorado Joint Venture), Indenture (Circus & Eldorado Joint Venture)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07 hereof, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cb) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Certificateholders pursuant to Section 5.02(b) of the Sale and Servicing Agreement, to the Servicer pursuant to Section 8.02(c)(i)(A) hereof, to the Indenture Trustee pursuant to Section 6.07 or otherwise 8.02(c)(i)(B) hereof, to the Owner Trustee pursuant to Section 8.02(c)(i)(C) hereof, to the Custodian pursuant to Section 8.02(c)(i)(D) hereof and to the Grantor Trustee pursuant to Section 8.02(c)(i)(E) hereof have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited the Trust Accounts. The Indenture Trustee shall release property from the lien of this Indenture pursuant to this Subsection (b) only upon receipt of an Issuer Request accompanied by an Officer's Certificate, an Opinion of Counsel and (if required by the Collection AccountTIA) Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the applicable requirements of Section 11.01 hereof.

Appears in 4 contracts

Sources: Indenture (Painewebber Mort Accept Corp Iv Ditech Home Loan Ownr 1998-1), Indenture (Empire Funding Home Loan Owner Trust 1997-5), Indenture (Painewebber Mortgage Acceptance Corporation Iv)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become The Master Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee Agent may, and when required by the provisions of this Indenture Agreement shall, execute instruments to release property from the Lien of this IndentureAgreement, or convey the Indenture TrusteeMaster Collateral Agent’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this IndentureAgreement. No party relying upon an instrument executed by the Indenture Trustee Master Collateral Agent as provided in this Article VIII shall be bound to ascertain the Indenture TrusteeMaster Collateral Agent’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysfunds. Subject to payment of its outstanding fees, expenses and indemnification amounts owed pursuant to Section 7.4, the Master Collateral Agent shall release Collateral from the Lien of this Agreement upon receipt of a Trust Order directing such release and an Officer’s Certificate of the Administrator meeting the requirements of Section 11.1 and certifying as of the related Transfer Date that the following conditions have been satisfied: (i) no event has occurred and is continuing, or would result from such release, which constitutes (i) an Amortization Event or Potential Amortization Event for any Series related Group Series, (ii) a Potential Default, Event of Default or Pool Balance Deficit for the related Group or (iii) a Servicer Termination Event or Potential Servicer Termination Event, in each case determined based on calculations as of the related Measurement Date; (ii) immediately after giving effect to such release of Collateral, the Trust shall be in compliance in all material respects with all representations, warranties and covenants under the Transaction Documents and other Series Related Documents, except to the extent that any such failure would not have a material adverse effect on the Credit Extensions; (iii) the Servicer shall have delivered to the Master Collateral Agent and each Creditor Representative, a Transfer Date Supplement; and (iv) the Trust (or the Administrator on its behalf) has not selected the Collateral for release from the Lien of this Agreement in a manner that could be reasonably expected to adversely affect the interest of the Creditors. (b) The Indenture Trustee Master Collateral Agent shall, upon the occurrence of the Collateral Release Date, release and transfer, without recourse, all of the Collateral. Subject to payment of its fees, expenses and indemnities owed pursuant to Section 7.4, the Master Collateral Agent shall release property from the Lien of this Indenture Agreement pursuant to this Section 8.04(b9.7(b) only upon receipt of an Issuer Request a Trust Order directing such release accompanied by an Officer’s Certificate, Certificate and an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.1. (c) The Indenture Trustee shallNotwithstanding any other provision of this Section 9.7, at the Trust may (A) collect, liquidate, sell or otherwise dispose of Collateral released in accordance with Section 9.7(a), Section 9.7(b), the Transaction Documents and the Series Related Documents, as and to the extent permitted or required hereby and thereby and (B) make cash payments out of the Trust Financing Accounts as and to the extent permitted or required hereby or by the Transaction Documents and the other Series Related Documents. (d) For any transfer of a Receivable permitted under this Section 9.7, the Trust will be deemed to have transferred and absolutely assigned such time Transferred Receivable, effective as there are no Storm Recovery Bonds Outstanding of the related Transfer Date, all of the Trust’s right, title and interest in such Transferred Receivable and all sums payable security and documents relating to such Transferred Receivable, and the Indenture Trustee pursuant related transferee will be entitled to Section 6.07 all collections on or otherwise have been paid, release any remaining portion proceeds of the Storm Recovery Collateral Transferred Receivable on and after the related Transferred Receivable Cutoff Date. In connection with the transfer and absolute assignment of a Receivable, the Servicer will ▇▇▇▇ its receivables systems to indicate that secured the Storm Recovery Bonds Transferred Receivable is no longer a Receivable and may take any action necessary or advisable to transfer and absolutely assign the Transferred Receivable, free from the any Lien of this Indenture the Depositor, the Trust or the Master Collateral Agent. (e) The Master Collateral Agent will be deemed to release, and release does release, and each Creditor acknowledges that the Master Collateral Agent will release, Liens and other rights and interests it possesses, without further action of the parties, in, to and under: (i) each Receivable and all proceeds of the Issuer Receivable reacquired by an Originator under Section 3.4(c) or 4.6 of the Originator Receivables Transfer Agreement or acquired by the Servicer under Section 3.4(c) or 3.5 of any other Person entitled thereto any funds Additional Transferor Receivables Transfer Agreement or investments then on deposit in Section 2.7 or credited to 3.3(e) of the Collection AccountTransfer and Servicing Agreement, effective when the Receivable is deemed transferred and assigned by the Trust under the applicable Section; and (ii) each Receivable sold by the Servicer under Section 3.4 of the Transfer and Servicing Agreement, effective when the Receivable is deemed sold by the Servicer.

Appears in 4 contracts

Sources: Master Collateral Agency and Intercreditor Agreement (Verizon Master Trust), Master Collateral Agency and Intercreditor Agreement (Verizon Master Trust), Master Collateral Agency and Intercreditor Agreement (Verizon Master Trust)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture and the Sale and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII Eight shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysmonies. (b) The Indenture Trustee shall, at such time as the Trust Administrator notifies the Indenture Trustee in writing that there are no Notes outstanding and all sums due to the Noteholders pursuant to the Sale and Servicing Agreement and all fees and expenses of the Indenture Trustee, the Master Servicer, the Trust Administrator and the Custodian pursuant to this Indenture or any other Operative Agreement have been paid, release any remaining portion of the Collateral that secured the Notes from the lien of this Indenture and the Trust Administrator shall release to the Issuer or any other Person entitled thereto any funds then on deposit in the Trust Account and assign or transfer any outstanding Interest Rate Cap Agreements. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(bsubsection (b) only upon receipt of an Issuer Request accompanied by an Officer’s 's Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture ActTIA) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.01 hereof. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 4 contracts

Sources: Indenture (Cwabs Inc), Indenture (CWMBS Inc), Indenture (CWHEQ, Inc.)

Release of Collateral. (a) So long Except as the Issuer is not otherwise provided in default hereunder subsections (b) and no Default hereunder would occur as a result (c) of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time this Section and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and Operative Agreements, the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon receipt by it of an Issuer Request accompanied by (i) an Officer’s 's Certificate, (ii) an Opinion of Counsel of external counsel of the Issuer Counsel, (at the Issuer’s cost and expenseiii) certificates in accordance with TIA Sections 314(c) and (if required by the Trust Indenture Actd)(1), and (iv)(A) Independent Certificates in accordance with Section TIA Sections 314(c) and 314(d)(1) or (B) an Opinion of Counsel in lieu of such Independent Certificates to the effect that the TIA does not require any such Independent Certificates; provided that no such Independent Certificates or Opinion of Counsel in lieu of such Independent Certificates shall be necessary in respect of property released from the lien of the Trust Indenture Act and Section 314(d)(1in accordance with the provisions hereof if such property consists solely of cash. (b) The Servicer (or if the Servicer does not do so, the Master Servicer), on behalf of the Trust Issuer, shall be entitled to obtain a release from the lien of this Indenture Act meeting for any Mortgage Loan and the applicable requirements Mortgaged Property at any time (i) after a payment by the Seller or the Issuer of the Purchase Price of the Mortgage Loan, (ii) after a Qualifying Substitute Mortgage Loan is substituted for such Mortgage Loan and payment of the Substitution Amount, if any, (iii) after liquidation of the Mortgage Loan in accordance with the Sale and Servicing Agreement and the deposit of all Liquidation Proceeds and Insurance Proceeds in the Collection Account, (iv) upon the termination of a Mortgage Loan (due to, among other causes, a prepayment in full of the Mortgage Loan and sale or other disposition of the related Mortgaged Property), or (v) as contemplated by Section 10.019.02 of the Sale and Servicing Agreement. (c) The Indenture Trustee shall, at if requested by the Servicer, temporarily release or cause the applicable Custodian temporarily to release to such time as there are no Storm Recovery Bonds Outstanding and all sums payable party the Mortgage File pursuant to the Indenture Trustee pursuant to provisions of Section 6.07 or otherwise have been paid, release any remaining portion 5.15 of the Storm Recovery Collateral that secured Sale and Servicing Agreement and Section 5 of the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountCustodial Agreement.

Appears in 4 contracts

Sources: Indenture (Cwabs Inc), Indenture (CWMBS Inc), Indenture (CWHEQ, Inc.)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivablesreceivables relating to the Collateral, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become the Collateral and be deposited to the applicable General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Energy Transition Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Energy Transition Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 4 contracts

Sources: Indenture (PNM Energy Transition Bond Co I, LLC), Indenture (PNM Energy Transition Bond Co I, LLC), Indenture (PNM Energy Transition Bond Co I, LLC)

Release of Collateral. (ai) So long Administrative Agent and the Lenders hereby direct Administrative Agent and Collateral Agent to release, in accordance with the terms hereof, any Lien held by Administrative Agent or Collateral Agent, under the Security Documents: (A) against all of the Collateral, upon termination of this Agreement as provided in this Section 12.16; (B) against any part of the Issuer is not in default hereunder and no Default hereunder would occur as a result Collateral sold or disposed of such action, the Issuer, through the Servicer, may collect, sell by Company or otherwise dispose any of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and its Subsidiaries to the extent such sale or disposition is permitted hereby (or permitted pursuant to a waiver or consent of a transaction otherwise prohibited hereby); (C) against any Collateral acquired by Company or any of its Subsidiaries after the Closing Date financed with Indebtedness secured by a Lien permitted by Section 8.1(d); (D) so long as no Event of Default or Unmatured Event of Default has occurred and is continuing, in the Basic Documentssole discretion of Administrative Agent upon the request of Company, against any part of the Collateral with a Fair Market Value of less than $5,000,000 in the aggregate during the term of this Agreement as such Fair Market Value may be certified to Administrative Agent by Company in an officer’s certificate acceptable in form and substance to Administrative Agent; and (E) against a part of the Collateral which release does not require the consent of all of the Lenders as set forth in Section 12.1(a)(ii), if such release is consented to by the Required Lenders; provided, however, that (y) Administrative Agent shall not be required to execute any such document on terms which, in its opinion, would expose it to liability or create any obligation or entail any consequence other than the release of such Liens without recourse or warranty, and (z) such release shall not in any manner discharge, affect or impair the Obligations or any Liens upon (or obligations of any Credit Party in respect of) all interests retained by Company and/or any of its Subsidiaries, including (without limitation) the proceeds of such dispositions any sale, all of which shall become Collateral and be deposited continue to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms constitute part of the Servicing Agreement and the requirements of the proviso in the preceding sentenceCollateral. (bii) The Indenture Trustee may, Each of the Lenders hereby directs Administrative Agent to execute and when required by the provisions of this Indenture shall, execute instruments deliver or file such termination and partial release statements and such other things as are necessary to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall Liens to be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture released pursuant to this Section 8.04(b) only 12.16 promptly upon receipt the effectiveness of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01any such release or enter into intercreditor agreements contemplated or permitted herein. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 4 contracts

Sources: Term Loan Agreement (Texas Petrochemicals Inc.), Term Loan Agreement (Texas Petrochemicals Inc.), Term Loan Agreement (Texas Petrochemicals Inc.)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time expenses pursuant to time in the ordinary course of business, without any notice to, or release or consent bySection 807, the Indenture TrusteeTrustee will, but only as and to at the extent permitted by the Basic Documents; provided, however, that any and all proceeds request of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or when otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shallIndenture, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that which are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall will be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The funds. (b) Upon delivery of an Officer's Certificate certifying that the Issuer's obligations under this Indenture have been satisfied and discharged by complying with the provisions of this Article, the Indenture Trustee shall release property from will (i) execute and deliver such releases, termination statements and other instruments (in recordable form, where appropriate) as the Lien Issuer or any other obligor, as applicable, may reasonably request evidencing the termination of the Security Interests created by this Indenture pursuant and (ii) not to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel be deemed to hold the Security Interests for the benefit of the Issuer (at Indenture Trustee, the Issuer’s cost Noteholders and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the any applicable requirements of Section 10.01Derivative Counterparty. (c) The DCWR and the Noteholders will be entitled to receive at least ten (10) days written notice when the Indenture Trustee shallproposes to take any action pursuant to clause (a), at accompanied by copies of any instruments involved, and the Indenture Trustee will also be entitled to require, as a condition to such time as there are no Storm Recovery Bonds Outstanding action, an Opinion of Counsel, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all sums payable conditions precedent to the taking of such action have been complied with. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release in connection with any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountsuch action.

Appears in 4 contracts

Sources: Indenture (Daimlerchrysler Master Owner Trust), Indenture (Daimlerchrysler Wholesale Receivables LLC), Indenture (Carco Auto Loan Master Trust)

Release of Collateral. (a) So long as All money and other property withdrawn from the Collection Account by the Trustee for payment to the Issuer is not as provided in default hereunder this Indenture in accordance with Section 8.02 shall be deemed released from this Indenture when so withdrawn and no Default hereunder would occur as a result applied in accordance with the provisions of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of businessArticle VIII, without any further notice to, or release or consent by, the Trustee. (b) Other than as provided for in clause (a) above, the Trustee shall release property from the Lien of this Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any Documents and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately only upon receipt thereof of an Issuer Request accompanied by the an Issuer or any other PersonOfficer's Certificate, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time an Issuer Opinion of Counsel and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the terms of the Servicing Agreement and the applicable requirements of Section 11.01 or an Issuer Opinion of Counsel in lieu of such Independent Certificates to the proviso in effect that the preceding sentenceTIA does not require any such Independent Certificate. (bc) The Indenture Subject to the payment of its fees and expenses pursuant to Section 6.07, the Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cd) The Indenture Subject to Section 8.03(b), the Trustee shall, at such time as there are no Storm Recovery Transition Bonds Outstanding and all sums payable to due the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Transition Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 4 contracts

Sources: Indenture (Jcp&l Transition Funding LLC), Indenture (Pse&g Transition Funding LLC), Indenture (Atlantic City Electric Transition Funding LLC)

Release of Collateral. (ai) So long The Administrative Agent and the Lenders hereby direct the Administrative Agent to release, in accordance with the terms hereof, any Lien held by the Administrative Agent, under the Security Documents: (A) against all of the Collateral, upon termination of this Agreement as provided in Section 12.17; (B) against any part of the Issuer is not in default hereunder and no Default hereunder would occur as a result Collateral sold or disposed of such action, the Issuer, through the Servicer, may collect, sell by Company or otherwise dispose any of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and its Subsidiaries to the extent such sale or disposition is permitted hereby (or permitted pursuant to a waiver or consent of a transaction otherwise prohibited hereby); (C) against any Collateral acquired by Company or any of its Subsidiaries after the Initial Borrowing Date financed with Indebtedness secured by a Lien permitted by Section 8.1(d); (D) so long as no Event of Default or Unmatured Event of Default has occurred and is continuing, in the Basic Documentssole discretion of the Administrative Agent upon the request of Company, against any part of the Collateral with a Fair Market Value of less than $5,000,000 in the aggregate during the term of this Agreement as such Fair Market Value may be certified to the Administrative Agent by Company in an officer’s certificate acceptable in form and substance to the Administrative Agent; and (E) against a part of the Collateral which release does not require the consent of all of the Lenders as set forth in Section 12.1(a)(ii), if such release is consented to by the Majority Lenders; provided, however, that (y) Administrative Agent shall not be required to execute any such document on terms which, in its opinion, would expose it to liability or create any obligation or entail any consequence other than the release of such Liens without recourse or warranty, and (z) such release shall not in any manner discharge, affect or impair the Obligations or any Liens upon (or obligations of any Credit Party in respect of) all interests retained by Company and/or any of its Subsidiaries, including (without limitation) the proceeds of such dispositions any sale, all of which shall become Collateral and be deposited continue to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms constitute part of the Servicing Agreement and the requirements of the proviso in the preceding sentenceCollateral. (bii) The Indenture Trustee may, Each of the Lenders hereby directs Administrative Agent to execute and when required by the provisions of this Indenture shall, execute instruments deliver or file such termination and partial release statements and such other things as are necessary to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall Liens to be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture released pursuant to this Section 8.04(b) only 12.17 promptly upon receipt the effectiveness of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01any such release or enter into intercreditor agreements contemplated or permitted herein. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 4 contracts

Sources: Revolving Credit Agreement (Texas Petrochemicals Inc.), Revolving Credit Agreement (Texas Petrochemicals Inc.), Revolving Credit Agreement (Texas Petrochemicals Inc.)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become part of the Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any part of the Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the immediately preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture ActTIA) Independent Certificates in accordance with Section TIA §§ 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountAccount in accordance with Section 8.02.

Appears in 4 contracts

Sources: Indenture (Kentucky Power Cost Recovery LLC), Indenture (Kentucky Power Cost Recovery LLC), Indenture (Kentucky Power Cost Recovery LLC)

Release of Collateral. (a) So long Except as the Issuer is not otherwise provided in default hereunder subsections (b) and no Default hereunder would occur as a result (c) of such actionthis Section 2.09, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time Section 11.01 hereof and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and Basic Documents, the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s 's Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section TIA Sections 314(c) and 314(d)(l) or an Opinion of Counsel in lieu of such Independent Certificates to the effect that the TIA does not require any such Independent Certificates. (b) The Servicer, on behalf of the Trust Issuer, shall be entitled to obtain a release from the lien of this Indenture Act for any Home Loan and Section 314(d)(1the related Mortgaged Property at any time (i) after a payment by the Transferor or the Issuer of the Trust Purchase Price of the Home Loan, (ii) after a Qualified Substitute Home Loan is substituted for such Home Loan and payment of the Substitution Adjustment, if any, (iii) after liquidation of the Home Loan in accordance with Section 4.11 of the Sale and Servicing Agreement and the deposit of all Recoveries thereon in the Collection Account, or (iv) upon the termination of a Home Loan (due to, among other causes, a prepayment in full of the Home Loan and sale or other disposition of the related Mortgaged Property), if the Issuer delivers to the Indenture Act meeting Trustee an Issuer Request (A) identifying the applicable requirements Home Loan and the related Mortgaged Property to be released, (B) requesting the release thereof, (C) setting forth the amount deposited in the Collection Account with respect thereto, and (D) certifying that the amount deposited in the Collection Account (x) equals the Purchase Price of Section 10.01the Home Loan, in the event a Home Loan and the related Mortgaged Property are being released from the lien of this Indenture pursuant to item (i) above, (y) equals the Substitution Adjustment related to the Qualified Substitute Home Loan and the Deleted Home Loan released from the lien of the Indenture pursuant to item (ii) above, or (z) equals the entire amount of Recoveries received with respect to such Home Loan and the related Mortgaged Property in the event of a release from the lien of this Indenture pursuant to items (iii) or (iv) above. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding if requested by the Servicer, temporarily release or cause the Custodian temporarily to release to the Servicer the Indenture Trustee's Home Loan File pursuant to the provisions of Section 7.02 of the Sale and all sums payable Servicing Agreement upon compliance by the Servicer with the provisions thereof; provided, however, that the Indenture Trustee's Home Loan File shall have been stamped to signify the Issuer's pledge to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of under the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountIndenture.

Appears in 4 contracts

Sources: Indenture (Painewebber Mort Acce Corp Iv Fremont Home Ln Own Tr 1999-1), Indenture Agreement (Hsi Asset Securitization Corp), Indenture Agreement (Bcap LLC)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture or the Sale and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this IndentureIndenture or the Sale and Servicing Agreement. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The monies. (b) Except as otherwise provided in subsections (c) and (d) of this Section and the terms of the Operative Agreements to which it is a party, the Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon receipt by it of an Issuer Request accompanied by (i) an Officer’s Certificate, (ii) an Opinion of Counsel of external counsel of the Issuer Counsel, (at the Issuer’s cost and expenseiii) certificates in accordance with TIA Sections 314(c) and (if required by the Trust Indenture Actd)(1), and (iv)(A) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act and meeting the applicable requirements of Section 10.0111.01 hereof or (B) an Opinion of Counsel in lieu of such Independent Certificates to the effect that the TIA does not require any such Independent Certificates; provided that no such Independent Certificates or Opinion of Counsel in lieu of such Independent Certificates shall be necessary in respect of property released from the lien of the Indenture in accordance with the provisions hereof if such property consists solely of cash distributed in accordance with the terms hereof and the Sale and Servicing Agreement. (c) The Master Servicer or any Servicer, on behalf of the Issuer, shall be entitled to obtain a release from the lien of this Indenture for any Mortgage Loan and the Mortgaged Property at any time (i) after a payment by the Seller or the Issuer of the Purchase Price of the Mortgage Loan, (ii) after a Substitute Mortgage Loan is substituted for such Mortgage Loan in accordance with the Sale and Servicing Agreement, (iii) after liquidation of the Mortgage Loan in accordance with the Sale and Servicing Agreement and the deposit of all Liquidation Proceeds and Insurance Proceeds in the Collection Account, (iv) upon the termination of a Mortgage Loan (due to, among other causes, a prepayment in full of the Mortgage Loan and sale or other disposition of the related Mortgaged Property), or (v) as contemplated by Article 3 of the Sale and Servicing Agreement. (d) The Indenture Trustee shall, if requested by the Master Servicer or any Servicer in writing, temporarily release (or cause its custodian to temporarily release) to such party the Mortgage File pursuant to the provisions of Section 3.12 of the Sale and Servicing Agreement. (e) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Indenture Trustee Noteholders pursuant to Section 6.07 or otherwise the Sale and Servicing Agreement and all fees and expenses of the Indenture Trustee, the Master Servicer, the Administrator, the Securities Intermediary and the Custodian pursuant to this Indenture have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer holder of the Trust Certificate or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountTrust Accounts.

Appears in 4 contracts

Sources: Indenture (Saxon Asset Securities Trust 2005-1), Indenture (Saxon Asset Securities Trust 2004-2), Indenture (Saxon Asset Securities Trust 2005-2)

Release of Collateral. (a) So long as All money and other property withdrawn from the Collection Account by the Trustee for payment to the Issuer is not as provided in default hereunder this Indenture in accordance with Section 8.02 shall be deemed released from this Indenture when so withdrawn and no Default hereunder would occur as a result applied in accordance with the provisions of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of businessArticle VIII, without any further notice to, or release or consent by, the Trustee. (b) Other than as provided for in clause (a) above, the Trustee shall release property from the Lien of this Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any Documents and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately only upon receipt thereof of an Issuer Request accompanied by the an Issuer or any other PersonOfficer's Certificate, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time an Issuer Opinion of Counsel and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the terms of the Servicing Agreement and the applicable requirements of Section 11.01 or an Issuer Opinion of Counsel in lieu of such Independent Certificates to the proviso in effect that the preceding sentenceTIA does not require any such Independent Certificate. (bc) The Indenture Subject to the payment of its fees and expenses pursuant to Section 6.07, the Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cd) The Indenture Subject to Section 8.03(b), the Trustee shall, at such time as there are no Storm Recovery Securitization Bonds Outstanding and all sums payable to due the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Securitization Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 4 contracts

Sources: Indenture (Consumers Energy Co Financing V), Indenture (Consumers Funding LLC), Indenture (Detroit Edison Securitization Funding LLC)

Release of Collateral. (a) All money and other property withdrawn from the Collection Account by the Bond Trustee for payment to the Issuer as provided in this Indenture in accordance with Section 8.02 hereof shall be deemed released from the Indenture when so withdrawn and applied in accordance with the provisions of Article VIII, without further notice to, or release or consent by, the Bond Trustee. (b) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such actionhereunder, the Issuer, through the Servicer, may collect, liquidate, sell or otherwise dispose of written-off receivablesthe Transferred Intangible Transition Property, at any time and from time to time in the ordinary course of businesstime, without any notice to, or release or consent by, the Indenture Bond Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing. (c) Other than as provided for in clauses (a) and (b) above, the ServicerBond Trustee shall release property from the lien of this Indenture only upon receipt of an Issuer Request accompanied by an Officer's Certificate, may, at any time an Opinion of Counsel and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Independent Certificates in accordance with TIA ▇▇.▇▇. 314(c) and 314(d)(1) meeting the terms of the Servicing Agreement and the applicable requirements of Section 11.01 or an Opinion of Counsel in lieu of such Independent Certificates to the proviso in effect that the preceding sentenceTIA does not require any such Independent Certificate. (bd) The Indenture Subject to the payment of its fees and expenses pursuant to Section 6.07, the Bond Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Bond Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Bond Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Bond Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (ce) The Indenture Subject to Section 8.03(c), the Bond Trustee shall, at such time as there are no Storm Recovery Transition Bonds Outstanding and all sums payable to due the Indenture Bond Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Transition Bonds from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 3 contracts

Sources: Indenture (Peco Energy Transition Trust), Indenture (Peco Energy Transition Trust), Indenture (Peco Energy Transition Trust)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Nuclear Asset-Recovery Bonds Outstanding for the related Series and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Series Collateral that secured the Storm Nuclear Asset-Recovery Bonds for the related Series from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountAccount for such Series.

Appears in 3 contracts

Sources: Indenture (Duke Energy Florida, Llc.), Indenture (Duke Energy Florida, Llc.), Indenture (Duke Energy Florida, Llc.)

Release of Collateral. (a) So long as the Issuer is The Notes Collateral Agent shall not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and release Collateral from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted security interests created by the Basic Documents; provided, however, that any and all proceeds of Notes Collateral Documents unless such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account is in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture, the Intercreditor Agreement and the applicable Notes Collateral Documents. No party relying upon an instrument executed The release of any Collateral from the Liens created by the Notes Collateral Documents shall not be deemed to impair the security under this Indenture Trustee as provided in this Article VIII shall be bound to ascertain contravention of the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see provisions hereof if and to the application of any moneys. The Indenture Trustee shall release property from extent the Lien of this Indenture Collateral is released pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s CertificateIndenture, an Opinion of Counsel of external counsel of the Issuer (at Notes Collateral Documents and the Issuer’s cost and expense) and (if Intercreditor Agreement. To the extent required by law, the Company shall cause Section 313(b) of the Trust Indenture Act, relating to reports, and Section 314(d) Independent Certificates in accordance with of the Trust Indenture Act, relating to the release of property or securities or relating to the substitution therefor of any property or securities to be subjected to the Liens created by this Indenture and the Notes Collateral Documents to be complied with; provided, that any certificate or opinion required by Section 314(c314(d) of the Trust Indenture Act and may be made solely by an officer of the Company except in cases where Section 314(d)(1314(d) of the Trust Indenture Act meeting requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert. Notwithstanding the applicable requirements foregoing, the Company shall not be required to comply with all or any portion of Section 10.01. (c314(d) The of the Trust Indenture Trustee shallAct if it determines, at such time in good faith based on the advice of counsel, that under the terms of Section 314(d) of the Trust Indenture Act and/or any interpretation or guidance as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 meaning thereof of the Commission and its staff, including “no action” letters or otherwise have been paidexemptive orders, release all or any remaining portion of Section 314(d) of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Trust Indenture and release Act is inapplicable to the Issuer released Collateral. Each Holder, by its acceptance of the Securities, consents to and authorizes the Notes Collateral Agent to release or subordinate Liens upon the Collateral in accordance with, and as required by, this Indenture, the Notes Collateral Documents and the Intercreditor Agreement, and to take any other Person entitled thereto further action and enter into any funds documentation to evidence the release or investments then on deposit subordination of such Lien in or credited to accordance with this Indenture, the Collection AccountNotes Collateral Documents and the Intercreditor Agreement.

Appears in 3 contracts

Sources: Indenture (United Rentals North America Inc), Senior Secured Indenture (United Rentals Highway Technologies Gulf, LLC), Indenture (United Rentals North America Inc)

Release of Collateral. (a) So long as The Issuer and the Issuer Guarantors shall be entitled to the release of the following property and other assets constituting Collateral from the Liens securing the Notes and the Note Guarantees under any one or more of the following circumstances: (1) in the case of a Guarantor that is not in default hereunder released from its Note Guarantee pursuant to the terms hereof, the property and no Default hereunder would occur as a result assets of such actionGuarantor; (2) concurrently with any release of such Collateral under the Credit Agreement, the IssuerExisting Notes, through the Servicer, may collect, sell or otherwise dispose and all then outstanding Permitted Parity Indebtedness; (3) any Collateral that is sold (other than any such sale to another grantor of written-off receivables, at any time and from time to time Collateral) in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent a transaction permitted by the Basic DocumentsCredit Agreement; (4) as described under Section 8.02(b); providedor (5) upon (i) payment in full of the principal of, howevertogether with accrued and unpaid interest on, that any the Notes and all proceeds of such dispositions shall become Collateral other Obligations under this Indenture, the Note Guarantees, the Registration Rights Agreement, and be deposited the Security Documents that are due and payable at or prior to the General Subaccount immediately upon receipt thereof by the Issuer time such principal, together with accrued and unpaid interest, are paid or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, (ii) a legal defeasance or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account covenant defeasance hereunder made in accordance with the terms Section 9.04 or a discharge of the Servicing Agreement and the requirements of the proviso in the preceding sentencethis Indenture pursuant to Section 9.01. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon Upon receipt of an Issuer Request accompanied by an Officer’s Certificate, Certificate and an Opinion of Counsel certifying that all conditions precedent hereunder and under the Security Documents (and TIA Section 314(d)), if any, to such release have been met and any necessary or proper instruments of external counsel of termination, satisfaction or release prepared by the Issuer Issuer, the Trustee shall, to the extent it may do so under the applicable Security Documents, or shall cause the Collateral Agent to, execute, deliver or acknowledge (at the Issuer’s cost and expense) such instruments or releases to evidence the release of any Collateral permitted to be released pursuant to this Indenture or the Security Documents. Neither the Trustee nor the Collateral Agent shall be liable for any such release undertaken in good faith in reliance upon any such Officer’s Certificate or Opinion of Counsel, and (if required by the Trust Indenture Act) Independent Certificates notwithstanding any term hereof or in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable any Security Document to the Indenture contrary, the Trustee pursuant and Collateral Agent shall not be under any obligation to Section 6.07 or otherwise have been paid, release any remaining portion such Lien and security interest, or execute and deliver any such instrument of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien release, satisfaction or termination, unless and until it receives such Officer’s Certificate and Opinion of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountCounsel.

Appears in 3 contracts

Sources: Indenture (ER Marks, Inc.), Indenture (ER Marks, Inc.), Indenture (QVC Inc)

Release of Collateral. (a) So long as The Collateral shall be released from the Issuer is not in default hereunder lien and no Default hereunder would occur as a result of such actionsecurity interest created by the Security Documents and the Trustee, the IssuerCollateral Agent, through any other Additional Collateral Agent and the ServicerInternational Security Agent shall be authorized and directed for itself and on behalf of the other Secured Parties (without further consent, may collect, sell sanction authority or otherwise dispose of written-off receivables, at confirmation from any time and from time party) to time in release the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer Liens (or any other Personclaim) over the Collateral and execute and deliver or enter into any release of such Liens or claim and issue any letters of non-crystallization of any floating charge or any ancillary document or consent to dealing that may, including not in contravention of applicable law, be considered necessary or desirable: (i) upon repayment in full of the Servicer. Without limiting Notes; (ii) as provided in the foregoingIntercreditor Agreement, the ServicerPari Passu Intercreditor Agreement, may, at any time Additional Intercreditor Agreement or any Security Document; (iii) in a transaction that complies with the provisions of Article 5. The Collateral Agent and from time to time without the Trustee will effect any notice to, or release or consent by, of the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account that is in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property without requiring consent from the Lien Holders, subject to the receipt of this Indenturean Officers’ Certificate and an Opinion of Counsel, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent certifying compliance with the provisions of this Indenture. No party relying , from the Company; (iv) upon an instrument executed by the Indenture Trustee defeasance, satisfaction or discharge of the Notes as provided in Article 8 in accordance with the terms and conditions of this Article VIII Indenture; (v) upon (A) any sale, lease, exchange, transfer or other disposition (any of the foregoing, a “Disposition”) of Collateral to a Person (other than Dispositions to one or more Obligors) if such Disposition does not violate Section 4.12 (including, for the avoidance of doubt, upon any Permitted Disposal); or (B) any Disposition of Collateral to an Obligor if such Disposition does not violate Section 4.12 (including, for the avoidance of doubt, upon any Permitted Disposal); provided that this clause (v)(B) shall not be bound relied upon in the case of a Disposition of Collateral to ascertain the Indenture Trustee’s authorityan Obligor unless, inquire into the satisfaction of any conditions precedent or see subject to the application of any moneys. The Indenture Trustee shall release Agreed Security Principles, the relevant property from the and assets remain subject to, or otherwise become subject to, a Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel in favor of the Issuer Notes following such Disposition; (at the Issuer’s cost and expensevi) and upon any Authorized Merger; (if required by the Trust Indenture Actvii) Independent Certificates in accordance with Section 314(c4.27; or (viii) in the case of a Guarantor that is released from its Note Guarantee pursuant to the terms of this Indenture, the release of the Trust Indenture Act property and Section 314(d)(1) assets and Capital Stock of such Guarantor; provided in each case (other than in the case of clause (iv)), that the Liens in favor of the Trust Indenture Act meeting Second Lien Notes (or any Permitted Junior Debt Refinancing in respect thereof) and the applicable requirements SN Interest Second Lien Notes (or any Permitted Junior Debt Refinancing in respect thereof), are also so released. (b) In addition, subject to Section 4.27, if a refinancing or an increase of any Financial Indebtedness secured with a Permitted Collateral Lien is implemented in a manner that releases any security interests over all or some of the Collateral, the security interest over such Collateral with respect to the Notes shall be released automatically and replaced by new security in favor of the Collateral Agent, any Additional Collateral Agent or the International Security Agent (as applicable), on substantially the same terms as prior to release; provided that following such release and retaking, the Company is in compliance with the terms of Section 10.014.27, and the security interests are legally valid and binding. (c) The Indenture Trustee shall(without further consent, at such time sanction, authority or confirmation from any party) shall direct the Collateral Agent and any other Additional Collateral Agent to deliver an appropriate instrument evidencing the release of Collateral upon receipt of a request by the Company accompanied by an Officers’ Certificate and an Opinion of Counsel certifying as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant compliance with this Section 11.04; provided that the legal counsel delivering such Opinion of Counsel may rely as to Section 6.07 matters of fact on one or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountmore Officers’ Certificates.

Appears in 3 contracts

Sources: Indenture (CGG Marine B.V.), Indenture (CGG Marine B.V.), Indenture (CGG Marine B.V.)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and Except to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as expressly provided in this Article VIII shall be bound to ascertain Clause 27, the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) the Deed of Charge only upon receipt of an Issuer Request accompanied by an Officer’s Officers' Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(cTIA ss.ss.314(c) and 314(d)(1) or an Opinion of Counsel in lieu of such Independent Certificates to the effect that the TIA does not require any such Independent Certificates. Prior to the release of any property or securities subject to the lien of the Deed of Charge, the Issuer shall, in addition to any obligation imposed in this Clause 27 or elsewhere in this Trust Indenture Act and Section 314(d)(1) Deed, furnish to the Trustee an Officers' Certificate certifying or stating the opinion of each person signing such certificate as to the fair value to the Issuer of the Trust Indenture Act meeting property or securities to be so released. The officers so certifying may consult with, and may conclusively rely upon a certificate as to the applicable requirements fair value of Section 10.01. (c) The Indenture such property provided to such officers by an internationally recognized financial institution with expertise in such matters. Whenever the Issuer is required to furnish to the Trustee shallan Officers' Certificate certifying or stating the opinion of any signer thereof as to the matters described in the preceding paragraph, at the Issuer shall also deliver to the Trustee an Independent Certificate as to the same matters, if the fair value to the Issuer of the property to be so released and of all other such time property made the basis of any such release since the commencement of the then current fiscal year of the Issuer, as there are no Storm Recovery Bonds set forth in the certificates delivered pursuant to this Clause 27, is 10% or more of the Outstanding and all sums payable Amount of the Notes, but such a certificate need not be furnished with respect to any property so released if the fair value thereof to the Issuer as set forth in the related Officers' Certificate is less than $25,000 or less than one percent of the Outstanding Amount of the Notes. Whenever any property is to be released from the lien of the Deed of Charge, the Issuer shall also furnish to the Indenture Trustee pursuant an Officer's Certificate certifying or stating the opinion of each Person signing such certificate that in the opinion of such person the proposed release will not impair the security under this Indenture in contravention of the provisions hereof. Notwithstanding anything to Section 6.07 the contrary contained herein, the Issuer may (A) collect, liquidate, sell or otherwise have been paiddispose of Receivables as and to the extent permitted or required by the Transaction Documents, release any remaining portion (B) make cash payments out of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture Designated Accounts as and release to the Issuer extent permitted or required by the Transaction Documents and (C) take any other Person entitled thereto any funds or investments then on deposit in or credited to action not inconsistent with the Collection AccountTIA.

Appears in 3 contracts

Sources: Security Trust Deed and MTN Cash Management Agreement (Barclaycard Funding PLC), Security Trust Deed and MTN Cash Management Agreement (Barclaycard Funding PLC), Security Trust Deed and MTN Cash Management Agreement (Gracechurch Receivables Trustee LTD)

Release of Collateral. (a) So long as The Collateral shall be released from the Issuer is not in default hereunder lien and no Default hereunder would occur as a result of such actionsecurity interest created by the Security Documents and the Trustee, the IssuerCollateral Agent, through any other Additional Collateral Agent and the ServicerInternational Security Agent shall be authorized and directed for itself and on behalf of the other Secured Parties (without further consent, may collect, sell sanction authority or otherwise dispose of written-off receivables, at confirmation from any time and from time party) to time in release the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer Liens (or any other Personclaim) over the Collateral and execute and deliver or enter into any release of such Liens or claim and issue any letters of non-crystallization of any floating charge or any ancillary document or consent to dealing that may, including not in contravention of applicable law, be considered necessary or desirable: (i) upon repayment in full of the Servicer. Without limiting Notes; (ii) as provided in the foregoingIntercreditor Agreement, the ServicerPari Passu Intercreditor Agreement, may, at any time Additional Intercreditor Agreement or any Security Document; (iii) in a transaction that complies with the provisions of Article 5. The Collateral Agent and from time to time without the Trustee will effect any notice to, or release or consent by, of the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account that is in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property without requiring consent from the Lien Holders, subject to the receipt of this Indenturean Officers’ Certificate and an Opinion of Counsel, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent certifying compliance with the provisions of this Indenture. No party relying , from the Company; (iv) upon an instrument executed by the Indenture Trustee defeasance, satisfaction or discharge of the Notes as provided in Article 8 in accordance with the terms and conditions of this Article VIII Indenture; (v) upon (A) any sale, lease, exchange, transfer or other disposition (any of the foregoing, a “Disposition”) of Collateral to a Person (other than Dispositions to one or more Obligors) if such Disposition does not violate Section 4.10; or (B) any Disposition of Collateral to one or more Obligors if such Disposition does not violate Section 4.10; provided that this clause (v)(B) shall not be bound relied upon in the case of a Disposition of Collateral to ascertain the Indenture Trustee’s authorityan Obligor unless, inquire into the satisfaction of any conditions precedent or see subject to the application of any moneys. The Indenture Trustee shall release Agreed Security Principles, the relevant property from the and assets remain subject to, or otherwise become subject to, a Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel in favor of the Issuer Notes following such Disposition; (at the Issuer’s cost and expensevi) and upon any Authorized Merger; (if required by the Trust Indenture Actvii) Independent Certificates in accordance with Section 314(c4.26; (viii) in the case of a Guarantor that is released from its Subsidiary Guarantee pursuant to the terms of this Indenture, the release of the Trust Indenture Act property and Section 314(d)(1) assets and Capital Stock of such Guarantor; provided in each case (other than in the case of clause (iv)), that the Liens in favor of the Trust Indenture Act meeting First Lien Notes (or any Permitted Refinancing Indebtedness in respect thereof) are also so released. (b) In addition, subject to Section 4.26, if a refinancing or an increase of any Indebtedness secured with a Permitted Lien on Collateral is implemented in a manner that releases any security interests over all or some of the applicable requirements Collateral, the security interest over such Collateral with respect to the Notes shall be released automatically and replaced by new security in favor of the Collateral Agent, any Additional Collateral Agent or the International Security Agent (as applicable), on substantially the same terms as prior to release; provided that following such release and retaking, the Company is in compliance with the terms of Section 10.014.27, and the security interests are legally valid and binding. (c) The Indenture Trustee shall(without further consent, at such time sanction, authority or confirmation from any party) shall direct the Collateral Agent and any other Additional Collateral Agent to deliver an appropriate instrument evidencing the release of Collateral upon receipt of a request by the Company accompanied by an Officers’ Certificate and an Opinion of Counsel certifying as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant compliance with this Section 11.04; provided that the legal counsel delivering such Opinion of Counsel may rely as to Section 6.07 matters of fact on one or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountmore Officers’ Certificates.

Appears in 3 contracts

Sources: Indenture (CGG Marine B.V.), Indenture (CGG Marine B.V.), Indenture (CGG Marine B.V.)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture and the Transfer and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII Eight shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysmonies. (b) The Indenture Trustee shall, at such time as there are no Notes outstanding and all sums due to the Noteholders pursuant to the Transfer and Servicing Agreement and all fees and expenses of the Indenture Trustee, the Master Servicer, the Trust Administrator and the Custodian pursuant to this Indenture or any other Operative Agreement have been paid, release any remaining portion of the Collateral that secured the Notes from the lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds then on deposit in the Trust Account and assign or transfer any outstanding Swap Agreements. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(bsubsection (b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture ActTIA) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.01 hereof. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 3 contracts

Sources: Indenture (Merrill Lynch Mort Inv Fieldstone Mort Inv Tr Ser 2004-1), Indenture (Fieldstone Mortgage Investment Trust, Series 2004-3), Indenture (Asset Backed Sec Corp Fieldstone Mort Inv Tr Ser 2004-2)

Release of Collateral. (a) So long as Subject to subsections (b), (c) and (d) of this Section 10.04, Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Security Documents at any time and or from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms provisions of the Servicing Agreement and Security Documents or as provided hereby. In addition, upon the requirements request of the proviso Company pursuant to an Officers’ Certificate, upon which the Trustee may conclusively rely, certifying that all conditions precedent hereunder have been met and stating whether or not such release is in connection with an Asset Sale, at the preceding sentence. (b) The Indenture sole cost and expense of the Company, the Trustee maywill release Collateral that is sold, and when required by the provisions conveyed or disposed of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent compliance with the provisions of this Indenture. No party relying upon ; provided, that if such sale, conveyance or disposition constitutes an instrument executed by Asset Sale, the Indenture Trustee as provided in this Article VIII shall be bound to ascertain Company will apply the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates Net Available Cash in accordance with Section 314(c4.12 hereof. Upon receipt of such Officers’ Certificate the Trustee shall execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to evidence the release of any Collateral permitted to be released pursuant to this Indenture or the Security Documents. (b) No Collateral may be released from the Lien and security interest created by the Security Documents pursuant to the provisions of the Trust Indenture Act and Security Documents unless the certificate required by this Section 314(d)(1) of has been delivered to the Trust Indenture Act meeting the applicable requirements of Section 10.01Trustee. (c) The Indenture Trustee shallAt any time when a Default or Event of Default has occurred and is continuing and the maturity of the Notes has been accelerated (whether by declaration or otherwise), at such time as there are no Storm Recovery Bonds Outstanding and all sums payable release of Collateral pursuant to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion provisions of the Storm Recovery Security Documents will be effective as against the holders. (d) The release of any Collateral that secured the Storm Recovery Bonds from the Lien terms of this Indenture and release the Security Documents will not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms of the Security Documents and hereof.

Appears in 3 contracts

Sources: Indenture (American Dairy Inc), Indenture (Origin Agritech LTD), Indenture (American Dairy Inc)

Release of Collateral. (a) So long as No Collateral may be released from the Issuer is not in default hereunder Liens and no Default hereunder would occur as a result of such action, security interests created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time Pledge and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and Security Agreements pursuant to the extent permitted provisions of the Pledge and Security Agreements unless the certificate required by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited this Section 12.3 has been delivered to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the ServicerCollateral Agent. Without limiting Notwithstanding the foregoing, the Servicer, may, at any time Liens and from time to time without any notice to, or release or consent by, security interests created by the Indenture Trustee, sell or otherwise dispose of Pledge and Security Agreements shall be released for any Collateral previously written-off as a defaulted or uncollectible account sold in accordance connection with any Asset Sale permitted pursuant to the terms of this Indenture. In connection with the Servicing Agreement release of any security interests in any Collateral sold in connection with any Asset Sale permitted pursuant to the terms of this Indenture, such release of Collateral shall be made pursuant to a release in form and substance satisfactory to the requirements of the proviso in the preceding sentenceCollateral Agent. (b) The Indenture At any time when a Default or Event of Default has occurred and is continuing and the maturity of the Notes has been accelerated (whether by declaration or otherwise) and the Trustee mayhas delivered a notice of acceleration to the Collateral Agent, and when required by no release of Collateral pursuant to the provisions of this Indenture shall, execute instruments to release property from the Lien Pledge and Security Agreements will be effective as against the Holders of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Notes. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release of any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien terms of this Indenture and release the Pledge and Security Agreements will not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms of the Pledge and Security Agreements. To the extent applicable, the Company will cause TIA Section 313(b), relating to reports, and TIA Section 314(d), relating to the release of property or securities from the Liens and security interests of the Pledge and Security Agreements and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interests of the Pledge and Security Agreements, to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Company except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person will be an independent engineer, appraiser or other expert selected or approved by the Trustee and the Collateral Agent in the exercise of reasonable care.

Appears in 3 contracts

Sources: Indenture (Clearwire Corp), Indenture (Clearwire Corp), Indenture (Clearwire Corp)

Release of Collateral. (a) So long as Subject to Section 12.02 hereof, Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Security Documents at any time and or from time to time in accordance with the ordinary course provisions of businessthe Security Documents, without any notice tothe Intercreditor Agreement or as provided hereby. The Issuer and the Guarantors will be entitled to a release of property and other assets included in the Collateral from the Liens securing the Notes, and the Trustee (subject to its receipt of an Officer Certificate and Opinion of Counsel as provided below) shall release, or release or consent byinstruct the Noteholder Collateral Agent to release, as applicable, the Indenture Trusteesame from such Liens at the Issuer’s sole cost and expense, but only as and under one or more of the following circumstances: (i) To enable the Issuer or any Guarantor to sell, exchange or otherwise dispose of any of the Collateral to the extent permitted by not prohibited under Section 6.11; (ii) In the Basic Documentscase of a Guarantor that is released from its Guarantee with respect to the Notes, the release of the property and assets of such Guarantor; (iii) Pursuant to an amendment or waiver in accordance with Article Eleven of this Indenture; (iv) Pursuant to the terms of the Intercreditor Agreement; or (v) If the Notes have been discharged or defeased pursuant to Section 10.01 or Section 10.02; provided, howeverthat in the case of any release in whole pursuant to clauses (i), that any (ii) and (iii) above, all proceeds of amounts owing at such dispositions shall become Collateral and be deposited time to the General Subaccount immediately Trustee under this Indenture, the Notes, the Note Guarantees, the Security Documents and the Intercreditor Agreement have been paid. Upon receipt of an Officers’ Certificate and an Opinion of Counsel certifying that all conditions precedent under this Indenture and the Security Documents (and TIA § 314(d)), if any, to such release have been met and any necessary or proper instruments of termination, satisfaction or release prepared by the Issuer, the Trustee shall, or shall cause the Noteholder Collateral Agent, to execute, deliver or acknowledge (at the Issuer’s expense) such instruments or releases to evidence the release of any Collateral permitted to be released pursuant to this Indenture or the Security Documents or the Intercreditor Agreement. Neither the Trustee nor the Noteholder Collateral Agent shall be liable for any such release undertaken in good faith in reliance upon receipt thereof any such Officer Certificate or Opinion of Counsel, and notwithstanding any term hereof or in any Security Document to the contrary, the Trustee and Noteholder Collateral Agent shall not be under any obligation to release any such Lien and security interest, or execute and deliver any such instrument of release, satisfaction or termination, unless and until it receives such Officer Certificate and Opinion of Counsel. Notwithstanding any provision to the contrary herein, upon the request of the Issuer accompanied by an Officers’ Certificate and Opinion of Counsel (that each action is in compliance with the terms of this Indenture, Intercreditor Agreement and the Security Documents) the Trustee shall instruct the Noteholder Collateral Agent to execute and deliver UCC financing statement amendments or releases (which shall be in form and substance reasonably satisfactory to the Noteholder Collateral Agent and prepared by the Issuer or such Grantor) solely to the extent necessary to delete property or assets not required to be subject to a Lien under the Security Documents from the description of assets in any previously filed financing statements. If requested in writing by the Issuer or any other Person, including the Servicer. Without limiting the foregoingGrantor, the ServicerTrustee shall instruct the Noteholder Collateral Agent to execute and deliver such documents, may, at any time instruments or statements (which shall be prepared in form and substance reasonably satisfactory to the Noteholder Collateral Agent and by the Issuer or such Grantor) and to take such other action as the Issuer may reasonably request to evidence or confirm that such property or assets not required to be subject to a Lien under the Security Documents described in the immediately preceding sentence has been released from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose Liens of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms each of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysSecurity Documents. The Indenture Trustee Noteholder Collateral Agent shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only execute and deliver such documents, instruments and statements and shall take all such actions promptly upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at such instructions from the Issuer’s cost and expense) and (if required by , any Grantor or the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Trustee. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 3 contracts

Sources: Indenture (Us Concrete Inc), Indenture (Bode Concrete LLC), Indenture (Bode Concrete LLC)

Release of Collateral. (a) So long as The Indenture Trustee will release property from the lien of this Indenture only upon receipt of an Issuer is not in default hereunder Request accompanied by an Officer's Certificate and no Default hereunder would occur as a result an Opinion of such actionCounsel meeting the requirements of Section 11.1. (b) To facilitate the Servicer's servicing of the Receivables pursuant to the Sale and Servicing Agreement, the IssuerIndenture Trustee will be deemed to release, through and does release, and each Noteholder or Note Owner by its acceptance of a Note or a beneficial interest in a Note respectively acknowledges that the Servicer, Indenture Trustee will release any and all liens and other rights and interests it possesses or may collect, sell or otherwise dispose of written-off receivables, at any time and possess from time to time in the ordinary course of businesstime, without any notice tofurther action of the parties, or release or consent byin, the Indenture Trustee, but only as to and to the extent permitted by the Basic Documents; provided, however, that any under: (i) each Receivable and all proceeds of such dispositions shall become Collateral Receivable, effective on the date on which a Purchase Amount with respect to such Receivable is deposited into the Collection Account; (ii) each Receivable and be deposited the proceeds of such Receivable and the rights of Ford Credit (individually or as Servicer) under any contract or agreement for the sale of such Receivable in accordance with Section 3.3 of the Sale and Servicing Agreement, effective immediately prior to the General Subaccount immediately date on which such contract or agreement arises (provided that the Servicer will receive and apply all proceeds of such sale in accordance with Section 3.3 of the Sale and Servicing Agreement); and (iii) each Receivable and the proceeds of such Receivable, effective upon receipt thereof the date (if any) on which such Receivable became a Liquidated Receivable and the proceeds of a sale by auction or other disposition of the related Financed Vehicle have been received and applied. (c) Upon request by the Issuer Servicer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent byIssuer, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, will execute instruments and authorize or file termination statements to release property from the Lien lien of this Indenture, Indenture or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with same to effect the provisions transfers of this IndentureReceivables permitted by Sections 8.4 or 10.1. No party relying upon an instrument or authorization executed by the Indenture Trustee as provided in this Article VIII shall be bound is required to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see require evidence as to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01monies. (cd) The Indenture Trustee shallTrustee, at such time as there are no Storm Recovery Bonds Outstanding and Notes Outstanding, all sums payable due from the Issuer to the Indenture Trustee pursuant to Section 6.07 or otherwise 6.7 have been paidpaid in full and all payments due under the Interest Rate Swaps (including any Swap Termination Payments) have been paid in full, will release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any to such funds, the funds or investments then on deposit in or credited the Bank Accounts under this Indenture. The Indenture Trustee will release property from the lien of this Indenture pursuant to this Section 8.4(d) only upon receipt of an Issuer Request accompanied by an Officer's Certificate and an Opinion of Counsel and (if required by the Collection AccountTIA) Independent Certificates in accordance with Sections 314(c) and 314(d)(1) of the TIA meeting the requirements of Section 11.1.

Appears in 3 contracts

Sources: Indenture (Ford Credit Auto Owner Trust 2007-A), Indenture (Ford Credit Auto Owner Trust 2008-B), Indenture (Ford Credit Auto Owner Trust 2008-C)

Release of Collateral. (a) So long as The Liens granted pursuant to this Agreement shall automatically terminate, and all the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of businessCollateral shall be automatically released, without further action by the Administrative Agent and without any further notice to, or release or consent byto or of any Lender, on the Indenture TrusteeTermination Date. (b) Immediately upon (i) any sale, but only as and to the extent permitted transfer, conveyance, assignment or other disposition by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose Borrower of any Collateral previously written-off as permitted by this Agreement (or pursuant to a defaulted valid waiver or uncollectible account consent to any transaction otherwise prohibited by this Agreement), (ii) any Pledged Collateral being cancelled, replaced or repaid in accordance with the terms of this Agreement, such Collateral shall be automatically released from the Servicing security interest granted pursuant to this Agreement and the requirements Lien on such Collateral in favor of the proviso Administrative Agent, for itself and for the benefit of the Lenders, shall automatically terminate (and, if such Collateral consists of all of the equity interests in the preceding sentence. (bLynx sold pursuant to Section 6.8(m), Lynx shall be released from its Guaranty) The Indenture Trustee may, and when required in each case without further action by the provisions of this Indenture shall, execute instruments Administrative Agent and without any further notice or consent to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Lender. (c) The Indenture Trustee At the request of the Borrower, the Administrative Agent shall, at and each of the Secured Parties hereby authorizes and directs the Administrative Agent (without any further notice or consent to or of any Secured Party) to, subordinate, as reasonably requested by the holders of any Lien granted after the Closing Date and permitted by Section 6.7(c) and any Permitted Refinancing thereof, any part of the Collateral that is subject to such time Lien. (d) At the request of the Borrowers, the Administrative Agent shall, and each of the Lenders hereby authorizes and directs the Administrative Agent (without further notice or consent to or of any Lender) to, execute and deliver or file such termination or partial release statements and take such other actions (including return of Collateral) as there are no Storm Recovery Bonds Outstanding necessary to terminate, release or subordinate Liens pursuant to this Section 10.9 promptly upon the effectiveness of any such termination, release or subordination. The Administrative Agent and all sums payable the Lenders hereby acknowledges and agree that the Borrowers may use the Collateral to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of extent permitted under this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountAgreement.

Appears in 3 contracts

Sources: Credit Agreement (Republic Airways Holdings Inc), Credit Agreement (Frontier Airlines Holdings, Inc.), Secured Debtor in Possession Credit Agreement (Republic Airways Holdings Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture or the Sale and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this IndentureIndenture or the Sale and Servicing Agreement. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The monies. (b) Except as otherwise provided in subsections (c) and (d) of this Section and the terms of the Operative Agreements to which it is a party, the Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon receipt by it of an Issuer Request accompanied by (i) an Officer’s Certificate, (ii) an Opinion of Counsel of external counsel of the Issuer Counsel, (at the Issuer’s cost and expenseiii) certificates in accordance with TIA Sections 314(c) and (if required by the Trust Indenture Actd)(1), and (iv)(A) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act and meeting the applicable requirements of Section 10.0111.01 hereof or (B) an Opinion of Counsel in lieu of such Independent Certificates to the effect that the TIA does not require any such Independent Certificates; provided that no such Independent Certificates or Opinion of Counsel in lieu of such Independent Certificates shall be necessary in respect of property released from the lien of the Indenture in accordance with the provisions hereof if such property consists solely of cash distributed in accordance with the terms hereof and the Sale and Servicing Agreement. (c) The Master Servicer or any Servicer, on behalf of the Issuer, shall be entitled to obtain a release from the lien of this Indenture for any Mortgage Loan and the Mortgaged Property at any time (i) after a payment by the Seller or the Issuer of the Purchase Price of the Mortgage Loan, (ii) after a Substitute Mortgage Loan is substituted for such Mortgage Loan in accordance with the Sale and Servicing Agreement, (iii) after liquidation of the Mortgage Loan in accordance with the Sale and Servicing Agreement and the deposit of all Liquidation Proceeds and Insurance Proceeds in the Collection Account, (iv) upon the termination of a Mortgage Loan (due to, among other causes, a prepayment in full of the Mortgage Loan and sale or other disposition of the related Mortgaged Property), or (v) as contemplated by Article 3 of the Sale and Servicing Agreement. (d) The Indenture Trustee shall, if requested by the Master Servicer or any Servicer in writing, temporarily release (or cause its custodian to temporarily release) to such party the Mortgage File pursuant to the provisions of Section 3.12 of the Sale and Servicing Agreement. (e) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Indenture Trustee Noteholders pursuant to Section 6.07 or otherwise the Sale and Servicing Agreement and all fees and expenses of the Indenture Trustee, the Master Servicer, the Administrator, the Securities Intermediary and the Custodian pursuant to this Indenture have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer holder of the Certificates or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountTrust Accounts.

Appears in 3 contracts

Sources: Indenture (Sast 2006-3), Indenture (Saxon Asset Securities Trust 2005-3), Indenture (Saxon Asset Securities Trust 2006-1)

Release of Collateral. (a) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivablesreceivables relating to any Deferred Fuel Cost Collateral, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Deferred Fuel Cost Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Deferred Fuel Cost Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Deferred Fuel Cost Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Deferred Fuel Cost Collateral that secured the Storm Recovery Deferred Fuel Cost Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 3 contracts

Sources: Indenture (Virginia Power Fuel Securitization, LLC), Indenture (Virginia Power Fuel Securitization, LLC), Indenture (Virginia Power Fuel Securitization, LLC)

Release of Collateral. (a) So long as the Issuer is not in default hereunder Subject to Section 11.01 and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and Basic Documents, the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. [The Indenture Trustee shall release property from surrender the Lien of this Indenture pursuant Guaranty Policy to this the Securities Insurer upon the conditions in Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.014.01 hereof.] (cb) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Certificateholders pursuant to Section 5.02(b) of the Sale and Servicing Agreement, to the Servicer pursuant to Section 8.02(c)(i)(A) hereof, to the Master Servicer pursuant to Section 8.02(c)(i)(B) hereof, [to the Securities Insurer pursuant to Section 8.02(c)(i)(C) hereof,] to the Indenture Trustee pursuant to Section 6.07 or otherwise 8.02(c)(i)(D) hereof, to the Owner Trustee pursuant to Section 8.02(c)(i)(E) hereof and to the Custodian pursuant to Section 8.02(c)(i)(F) hereof have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited the Trust Accounts. The Indenture Trustee shall release property from the lien of this Indenture pursuant to this Subsection (B) only upon receipt by it [and the Collection AccountSecurities Insurer] of an Issuer Request accompanied by an Officer's Certificate, an Opinion of Counsel and (if required by the TIA) Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the applicable requirements of Section 11.01 hereof.

Appears in 3 contracts

Sources: Indenture Agreement (Hsi Asset Securitization Corp), Indenture Agreement (Bcap LLC), Indenture Agreement (Securitized Asset Backed Receivables LLC)

Release of Collateral. (a) So long as All money and other property withdrawn from the Collection Account by the Trustee for payment to the Issuer is not as provided in default hereunder this Indenture in accordance with Section 8.02 shall be deemed released from this Indenture when so withdrawn and no Default hereunder would occur as a result applied in accordance with the provisions of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of businessArticle VIII, without any further notice to, or release or consent by, the Trustee. (b) Other than as provided for in clause (a) above, the Trustee shall release property from the Lien of this Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any Documents and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately only upon receipt thereof of an Issuer Request accompanied by the an Issuer or any other PersonOfficer's Certificate, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time an Opinion of Counsel and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the terms of the Servicing Agreement and the applicable requirements of Section 11.01, or an Opinion of Counsel in lieu of such Independent Certificates to the proviso in effect that the preceding sentenceTIA does not require any such Independent Certificate. (bc) The Indenture Subject to the payment of its fees and expenses pursuant to Section 6.07, the Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01money. (cd) The Indenture Subject to Section 8.03(b), the Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to due the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 3 contracts

Sources: Indenture, Indenture (FPL Recovery Funding LLC), Indenture (Florida Power & Light Co)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time expenses pursuant to time in the ordinary course of business, without any notice to, or release or consent bySection 8.07, the Indenture TrusteeTrustee shall, but only as and to at the extent permitted by the Basic Documents; provided, however, that any and all proceeds request of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or when otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shallIndenture, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that which are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The funds. (b) Upon delivery of an Officer’s Certificate certifying that the Issuer’s obligations under this Indenture have been satisfied and discharged by complying with the provisions of this Article, the Indenture Trustee shall release property from (i) execute and deliver such releases, termination statements and other instruments (in recordable form, where appropriate) as the Lien Issuer or any other obligor, as applicable, may reasonably request evidencing the termination of the Security Interests created by this Indenture pursuant and (ii) not to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel be deemed to hold the Security Interests for the benefit of the Issuer (at Indenture Trustee, the Issuer’s cost Noteholders and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the any applicable requirements of Section 10.01Derivative Counterparty. (c) The Transferor and the Noteholders shall be entitled to receive at least ten (10) days written notice when the Indenture Trustee shallproposes to take any action pursuant to clause (a), at accompanied by copies of any instruments involved, and the Indenture Trustee shall also be entitled to require, as a condition to such time as there are no Storm Recovery Bonds Outstanding action, an Opinion of Counsel, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all sums payable conditions precedent to the taking of such action have been complied with. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release in connection with any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountsuch action.

Appears in 2 contracts

Sources: Indenture (Mellon Bank Premium Finance Loan Master Trust), Indenture (Mellon Premium Finance Loan Owner Trust)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time expenses pursuant to time in the ordinary course of business, without any notice to, or release or consent bySection 807, the Indenture TrusteeTrustee will, but only as and to at the extent permitted by the Basic Documents; provided, however, that any and all proceeds request of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or when otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shallor the Sale and Servicing Agreement, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that which are not inconsistent with the provisions of this IndentureIndenture or the Sale and Servicing Agreement. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall will be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The funds. (b) Upon delivery of an Officer's Certificate certifying that the Issuer's obligations under this Indenture have been satisfied and discharged by complying with the provisions of this Article, the Indenture Trustee shall release property from will (i) execute and deliver such releases, termination statements and other instruments (in recordable form, where appropriate) as the Lien Issuer or any other obligor, as applicable, may reasonably request evidencing the termination of the Security Interest created by this Indenture pursuant and (ii) not to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel be deemed to hold the Security Interest for the benefit of the Issuer (at Indenture Trustee, the Issuer’s cost Noteholders and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the any applicable requirements of Section 10.01Enhancement Provider. (c) The DCWR and the Noteholders will be entitled to receive at least ten (10) days written notice when the Indenture Trustee shallproposes to take any action pursuant to clause (a), at accompanied by copies of any instruments involved, and the Indenture Trustee will also be entitled to require, as a condition to such time as there are no Storm Recovery Bonds Outstanding action, an Opinion of Counsel, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all sums payable conditions precedent to the taking of such action have been complied with. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release in connection with any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountsuch action.

Appears in 2 contracts

Sources: Indenture (Daimlerchrysler Master Owner Trust), Indenture (Daimlerchrysler Master Owner Trust)

Release of Collateral. Notwithstanding any other provision of this Agreement to the contrary, upon ▇▇▇▇▇▇▇▇’s request, Agent shall release its security interest in any Contract(s) and the Security Documents related thereto, including the items set forth in clauses (a) So through (e) of the definition of “Collateral” specifically with respect to such Contract(s) (excluding any transfers in connection with a Permitted Facility, which release of security interest shall be governed by Section 8.18, and excluding Permitted Charged Off Contracts Sales which release of security interest shall be governed by the last sentence of this Section 4.6), included in the Collateral so long as the Issuer is (a) Borrower obtains Agent’s prior written consent to such release, which consent shall not in default hereunder and be unreasonably withheld, conditioned or delayed; (b) no Default hereunder would occur as or Event of Default exists at the time such Contract(s) is to be released; (c) Borrower has entered into a result written contract for the sale of such actionContract(s) and has delivered to Agent a fully executed copy of such written contract; (d) if the Borrowers have no Excess Availability after giving effect to the sale, either (i) Borrower pledges to Agent additional Collateral equivalent to such Contract(s) being released, or (ii) Borrower reduces the Issueroutstanding, unpaid principal balance of the Notes through payment in an amount equal to the Servicer, may collect, sell or otherwise dispose sale price of written-off receivables, at any time and from time to time such Contract(s) being released in the ordinary course form of businesscash or the wire transfer of immediately available funds; and (e) immediately following the pledging of additional Collateral or payment of the Notes, without any notice toa Default or Event of Default does not exist under this Agreement. Upon satisfaction of all of the foregoing conditions, Agent shall release its security interest in such Contract(s) and within a reasonable period of time, return the original such Contract(s) and original Security Documents in its possession, if any, being released. Any distribution of interest or principal, or loss of the Collateral or any of the Property secured thereby, shall not release or consent byany Borrower from any of the Obligations. Notwithstanding the foregoing, upon the Indenture Trusteeconsummation of a Permitted Charged Off Contracts Sale by Borrowers, but only as Agent’s Lien and security interest in the applicable Contracts and the Security Documents related thereto shall be deemed automatically released and terminated upon a Borrower’s receipt of the purchase price therefore and Agent agrees to the extent permitted by the Basic Documents; provided, however, that promptly execute and deliver at Borrower’s request any and all proceeds lien release and termination statements with respect thereto as Borrowers shall reasonably request and, within a reasonable period of time, to return the original of such dispositions shall become Collateral applicable Contracts and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Personoriginal Security Documents in its possession, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentenceif any. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Loan and Security Agreement (Regional Management Corp.), Loan and Security Agreement (Regional Management Corp.)

Release of Collateral. The Lenders hereby irrevocably authorize the Administrative Agent and the Collateral Agent, as applicable, and the Administrative Agent shall, or shall cause the Collateral Agent, as applicable, to release any Liens granted to the Administrative Agent or the Collateral Agent, as applicable, by a Loan Party on any Collateral, any Covenant Relief Collateral or pursuant to a Transferred Mortgage (ai) So long on the date on which all of the Obligations have been indefeasibly paid and performed in full (other than (1) contingent indemnification obligations that have not been asserted, (2) Letters of Credit the expiration dates of which extend beyond the Revolving Credit Maturity Date as permitted under Section 2.3(b) and in respect of which the Issuer is not in default hereunder and no Default hereunder would occur as a result Borrower has satisfied the requirements of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time Section and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as Section 2.14 and (3) to the extent permitted by the Basic Documents; providedarrangements reasonably satisfactory to a Specified Derivatives Provider under a Specified Derivatives Contract have been entered into, howeverSpecified Derivatives Obligations under such Specified Derivatives Contract), that (ii) as required to effect any and all proceeds sale or other disposition of such dispositions shall become Collateral or Property subject to a Transferred Mortgage in connection with any exercise of remedies of the Administrative Agent and be deposited the Lenders pursuant to Section 11.2, (iii) upon the General Subaccount immediately occurrence of a Collateral Release Date in accordance with the terms and conditions of Sections 8.14 and 8.15 or upon receipt thereof by the Issuer or occurrence of the Covenant Relief Pledged Collateral Release Date in accordance with the terms and conditions of Section 8.16, (iv) with respect to any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Transferred Mortgages in accordance with the terms of Section 13.21, or (v) to the Servicing Agreement and extent provided for in the requirements Covenant Relief Intercreditor Agreement. Any such release shall not in any manner discharge, affect, or impair the Obligations or any Liens (other than those expressly being released) upon (or obligations of any Loan Party in respect of) all interests retained by any Loan Party, including the proceeds of any sale, all of which shall continue to constitute part of the proviso Collateral so long as a Collateral Period is then in the preceding sentence. (b) effect. The Indenture Trustee mayAdministrative Agent agrees, and when required is hereby authorized by the provisions of this Indenture shallLenders, execute instruments to release property from promptly after the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner Borrower requests and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the IssuerBorrower’s sole cost and expense, to furnish (and to cause the Collateral Agent, as applicable, to furnish) and (if required to the Borrower any release, termination or other agreement or document evidencing the foregoing release as may be reasonably requested by the Trust Indenture Act) Independent Certificates Borrower, and which release, termination or other agreement or document shall be in accordance with Section 314(c) of the Trust Indenture Act form and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable substance reasonably acceptable to the Indenture Trustee pursuant Administrative Agent, and to Section 6.07 or otherwise have been paid, release deliver to the Borrower any remaining portion of such Collateral or the Storm Recovery Covenant Relief Collateral so released that secured is in the Storm Recovery Bonds from Administrative Agent’s or the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountCollateral Agent’s possession, as applicable.

Appears in 2 contracts

Sources: Credit Agreement (RLJ Lodging Trust), Credit Agreement (RLJ Lodging Trust)

Release of Collateral. (a) So long as The Company and the Issuer is not in default hereunder Note Guarantors will be entitled to the release of property and no Default hereunder would occur as a result other assets constituting Collateral from the Liens securing the Notes and the Notes Obligations under any one or more of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time following circumstances: (i) in the ordinary course case of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and a Note Guarantor that is released from its Guarantee with respect to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited Notes pursuant to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of Section 13.05 of this Indenture, the Servicing Agreement and the requirements release of the proviso in property and assets of such Note Guarantor; and (ii) with respect to any Collateral (x) that is or becomes an “Excluded Asset,” upon it becoming an Excluded Asset or (y) is sold to a Person that is not (and is not required to be) a Note Party pursuant to a disposition permitted hereunder, upon the preceding sentenceconsummation of the sale. (b) The Indenture Trustee mayLiens on the Collateral securing the Notes and the Note Guarantees also will be released: (i) upon payment in full of the principal of, together with accrued and when required by unpaid interest on, the provisions Notes and all other Notes Obligations under this Indenture, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the time such principal, together with accrued and unpaid interest, are paid, or (ii) upon a discharge of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and as described under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.013 hereof. (c) The Indenture Trustee shallWith respect to any release of Collateral, at such time as there are no Storm Recovery Bonds Outstanding upon receipt of an Officer’s Certificate and Opinion of Counsel stating that all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of conditions precedent under this Indenture and the Collateral Documents, as applicable, to such release have been met and that it is permitted for the Trustee and/or Notes Collateral Agent to execute and deliver the documents requested by the Company in connection with such release and any necessary or proper instruments of termination, satisfaction or release prepared by the Company, the Trustee and the Notes Collateral Agent shall, execute, deliver or acknowledge (at the Company’s expense) such instruments or releases to evidence the release of any Collateral permitted to be released pursuant to this Indenture or the Collateral Documents and shall do or cause to be done (at the Company’s expense) all acts reasonably requested of them to release such Lien as soon as is reasonably practicable. Neither the Trustee nor the Notes Collateral Agent shall be liable for any such release undertaken in reliance upon any such Officer’s Certificate and Opinion of Counsel, and notwithstanding any term hereof or in any Collateral Document to the Issuer contrary, the Trustee and the Notes Collateral Agent shall not be under any obligation to release any such Lien and security interest, or execute and deliver any other Person such instrument of release, satisfaction or termination, unless and until it receives such Officer’s Certificate and Opinion of Counsel, upon which it shall be entitled thereto any funds to conclusively rely without independent verification or investments then on deposit in or credited investigation as to the Collection Accountstatements made therein.

Appears in 2 contracts

Sources: Indenture (Nextnav Inc.), Indenture (Nextnav Inc.)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder and no Default hereunder would occur as a result of such actionIntercreditor Agreement, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Agent shall not at any time release Collateral from the security interests created by the Collateral Agreements unless such release is in accordance with the provisions of this Indenture, the Intercreditor Agreement and the applicable Collateral Agreements. (b) To the extent applicable, the Company shall cause TIA Section 314(d) relating to the release of property from time the security interests created by this Indenture and the Collateral Agreements to time be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Company, except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care. A Person is "independent" if such Person (a) is in fact independent, (b) does not have any direct financial interest or any material indirect financial interest in the Company or in any Affiliate of the Company and (c) is not an officer, employee, promoter, underwriter, trustee, partner or director or person performing similar functions to any of the foregoing for the Company. The Trustee shall be entitled to receive and rely upon a certificate provided by any such Person confirming that such Person is independent within the foregoing definition. (c) Notwithstanding any provision to the contrary in this Indenture, but subject in all respects to the Intercreditor Agreement,Collateral comprised of accounts receivable, inventory or (prior to an Event of Default) the proceeds of the foregoing shall be subject to release upon sales of such inventory and collection of the proceeds of such receivables in the ordinary course of business, without . If requested in writing by the Company or any notice to, or release or consent byapplicable Guarantor, the Indenture TrusteeCollateral Agent or the Sub-Collateral Agent shall execute and deliver such documents, but only as instruments or statements and to take such other action as the extent permitted by Company or such other Pledgor may reasonably request to evidence or confirm that the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of falling under this Indenture shall, execute instruments to release property Section 12.04 has been released from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel each of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Collateral Agreements. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Credit Agreement (Golfsmith International Holdings Inc), Indenture (Golfsmith International Holdings Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture and the Sale and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysmonies. (b) The Indenture Trustee shall, at such time as there are no Notes Outstanding and all sums due to the Noteholders pursuant to the Sale and Servicing Agreement and all fees and expenses of the Indenture Trustee, the Servicer, the Administrator and the custodians pursuant to this Indenture have been paid, and all Reimbursement Amounts and other fees and expenses owing to the Insurer pursuant to the Insurance and Indemnity Agreement have been paid and the Policy has been cancelled and returned to the Insurer, release any remaining portion of the Collateral that secured the Notes from the lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds then on deposit in the Trust Accounts. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(bsubsection (b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture ActTIA) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.01 hereof. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Indenture (IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H4), Indenture (Indymac MBS Inc)

Release of Collateral. Each Purchaser hereby consents to the release and hereby directs Collateral Agent, at the sole cost and expense of Issuer or the relevant Guarantor, to release (or in the case of clause (b)(ii) below, release or subordinate), on behalf of the Purchasers, the following: (a) So long as any Guarantor if all of the stock of such Subsidiary owned by Issuer is not sold or transferred in default hereunder and no Default hereunder would occur as a result of such actiontransaction permitted under the Note Documents (including pursuant to a valid waiver or consent), the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent that, after giving effect to such transaction, such Subsidiary would not be required to guaranty any Obligations pursuant to any Note Document; provided, that Issuer shall have provided to Collateral Agent a certificate of a Responsible Officer stating that such transaction is permitted under the Note Documents (and each Purchaser hereby authorizes and directs Collateral Agent to conclusively rely on such certificate in performing its obligations under this clause (a)); and (b) any Lien held by Collateral Agent for the ratable benefit of itself and the Secured Parties against any Collateral that is sold or otherwise disposed of by Issuer in a transaction permitted by the Basic Note Documents (including pursuant to a valid waiver or consent), provided, that Issuer shall have provided to Collateral Agent a certificate of a Responsible Officer stating that such transaction is permitted under the Note Documents (and each Purchaser hereby authorizes and directs Collateral Agent to conclusively rely on such certificate in performing its obligations under this clause (b)). In addition, each Purchaser hereby consents to the release and hereby directs Collateral Agent, at the sole cost and expense of Issuer, to enter into non-disturbance or similar agreements with licensees of the Issuer’s or any of its Subsidiaries’ Intellectual Property in connection with any collaboration, development, commercialization or other licensing transaction permitted by the Note Documents; provided, however, that any Issuer shall have provided to Collateral Agent a certificate of a Responsible Officer stating that such transaction is permitted under the Note Documents (and all proceeds of each Purchaser hereby authorizes and directs Collateral Agent to conclusively rely on such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account certificate in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentenceperforming its obligations under this paragraph). (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Note Purchase Agreement (5E Advanced Materials, Inc.), Note Purchase Agreement (5E Advanced Materials, Inc.)

Release of Collateral. Lender shall, upon thirty (a30) So long as days advance written notice, release the Issuer is Liens granted hereunder with respect to a Collateral Pool Property or Properties which constitute(s) less than all Collateral Pool Properties, provided that (i) prior to such release Borrower shall pay Lender Ten Thousand Dollars and NO/100 ($10,000.00) per property, and Borrower shall pay Lender and Servicer all actual, reasonable out-of-pocket costs and expenses that Lender or Servicer incur in connection with such release, including, but not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice limited to, reasonable attorneys’ fees, (ii) at the time of the request for such release, no Event of Default or release Potential Default shall exist, and (iii) after giving effect to such release, no Event of Default or consent byPotential Default shall exist, the Indenture Trusteeand Borrower shall be in compliance with all provisions hereof, but only as and to the extent permitted by the Basic Documents; provided, however, that any if such release would otherwise cause Borrower to be in non-compliance with the Sublimits set forth in Section 2.6.1, Borrower shall have the opportunity to cure the same prior to or simultaneously with such release by either (a) pledging collateral in form, substance, value and in a manner all proceeds of such dispositions shall become Collateral acceptable to Lender, in its sole discretion (including, without limitation, Qualifying Rate Cap Agreements and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice toQualifying Rate Swap Agreements), or release or consent by(b) prepaying so much of the Loan as is necessary to cause compliance with the Sublimits, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account each in accordance with the terms provisions of Section 4.3. Notwithstanding such thirty (30) day time period to obtain a release, Lender shall upon five (5) Business Days notice provide a “payoff letter” stating the amount necessary to obtain a release so as to effectuate a sale or refinance of the Servicing Agreement and subject Collateral Pool Property. Upon the requirements release of a Lien on a Collateral Pool Property, if the owner of such Collateral Pool Property owns no other Collateral Pool Properties, such owner may be released from its obligations under the Loan Documents in Lender’s sole discretion. Notwithstanding the foregoing, under no circumstances may Borrower receive a release of the proviso Security Instrument with respect to the last property in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see Collateral Pool prior to the application of any moneys. The Indenture Trustee Maturity Date, unless this Agreement shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee have been terminated pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account2.14 hereunder.

Appears in 2 contracts

Sources: Credit Agreement (Mid America Apartment Communities Inc), Credit Agreement (Mid America Apartment Communities Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its reasonable fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07 hereof, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments acceptable to it and prepared and delivered to it by the Issuer to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, without recourse, representation or warranty in a manner as provided in the Custodial Agreement and under circumstances that are not inconsistent with the provisions of this IndentureIndenture and the other Basic Documents. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cb) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Noteholders (and their Affiliates), the Noteholder Agent, the Sales Agents, the Indenture Trustee, the Owner Trustee pursuant to Section 6.07 or otherwise and the Custodian under the Basic Documents have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited the Trust Accounts. At such time as the lien of this Indenture is released, the Indenture Trustee shall cause a termination statement to be filed in any jurisdiction where a UCC financing statement has been filed hereunder with respect to the Collection AccountCollateral. The Indenture Trustee shall release property from the lien of this Indenture pursuant to this subsection (b) only upon receipt of an Issuer Request accompanied by an Officer's Certificate and an Opinion of Counsel meeting the applicable requirements of Section 11.01 hereof.

Appears in 2 contracts

Sources: Indenture (H&r Block Inc), Indenture (H&r Block Inc)

Release of Collateral. (a) So long as Subject to subsections (b), (c) and (d) of this Section 10.03, Collateral may be released from the Issuer is not in default hereunder Lien created by this Indenture and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Documents at any time and or from time to time in upon the ordinary course request of businessthe Issuers pursuant to an Officers’ Certificate certifying that all terms for release and conditions precedent hereunder and under any applicable Collateral Document have been met and specifying (x) the identity of the Collateral to be released and (y) the provision of this Indenture which authorizes such release. The Trustee or Collateral Agent shall release (at the sole cost and expense of the Issuers) (i) all Collateral that is contributed, sold, leased, conveyed, transferred or otherwise disposed of (including, without limitation, any notice toCollateral that is contributed, sold, leased, conveyed, transferred or release or consent by, the Indenture Trusteeotherwise disposed of to an Unrestricted Subsidiary, but only as and excluding any such contribution, sale, lease, conveyance, transfer or other distribution to either of the extent permitted by the Basic DocumentsIssuers or a Restricted Subsidiary); provided, howeversuch contribution, that any and all proceeds of such dispositions shall become Collateral and sale, lease, conveyance, transfer or other distribution is or will be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account made in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed , including, without limitation, the requirement that the net proceeds from such contribution, sale, lease, conveyance, transfer or other distribution are or will be applied in accordance with this Indenture and that no Default or Event of Default has occurred and is continuing or would occur immediately following such release; (ii) Collateral that is condemned, seized or taken by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction power of any conditions precedent eminent domain or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture otherwise confiscated pursuant to this Section 8.04(b) only upon receipt an Event of an Issuer Request accompanied by an Officer’s CertificateLoss; provided that the Net Loss Proceeds, an Opinion if any, from such Event of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates Loss are or will be applied in accordance with Section 314(c4.11 hereof and that no Default or Event of Default has occurred and is continuing or would occur immediately following such release; (iii) Collateral which may be released with the consent of Holders pursuant to Article 9 hereof; (iv) all Collateral (except as provided in Article 8 hereof and, in particular, the funds in the trust fund described in Section 8.04 hereof) upon discharge or defeasance of this Indenture in accordance with Article 8 hereof; (v) all Collateral upon the payment in full of all obligations of the Trust Issuers with respect to the Notes; (vi) Collateral of a Guarantor whose Note Guarantee is released pursuant to Section 11.06 hereof; and (vii) Collateral that is expressly required to be released by any Collateral Document. Upon receipt of such Officers’ Certificate the Trustee or Collateral Agent shall execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to evidence the release of any Collateral permitted to be released pursuant to this Indenture Act or the Collateral Documents. The Trustee is hereby authorized and Section 314(d)(1) shall, from time to time upon request of the Trust Indenture Act meeting Issuers, execute and deliver, or cause the applicable requirements Collateral Agent to execute and deliver, UCC-3 partial release or termination statements and such other documents evidencing release of Collateral available for release pursuant to clauses (i) through (vii) above. (b) Except pursuant to Section 10.0110.03(a) above, no Collateral shall be released from the Lien and security interest created by the Collateral Documents pursuant to the provisions of the Collateral Documents unless there shall have been delivered to the Trustee the Officers’ Certificate required by this Section 10.03. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable may release or cause the Collateral Agent to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien and security interest created by this Indenture and the Collateral Documents upon the sale or disposition of Collateral pursuant to the Trustee’s powers, rights and duties with respect to remedies provided under any of the Collateral Documents. (d) The release of any Collateral from the terms of this Indenture and release the Collateral Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms hereof. To the extent applicable, the Issuers shall cause TIA § 313(b), relating to reports, and TIA § 314(d), relating to the release of property or securities from the Lien and security interest of the Collateral Documents and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Collateral Documents to be complied with. Any certificate or opinion required by TIA § 314(d) may be made by an Officer of the Issuers except in cases where TIA § 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care.

Appears in 2 contracts

Sources: Amended and Restated Indenture (NGA Holdco, LLC), Investment Agreement (Shreveport Capital Corp)

Release of Collateral. (a) So long as Subject to subsections (b), (c) and (d) of this Section 10.3, Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by this Indenture and the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Documents at any time and or from time to time in upon the ordinary course request of businessthe Company pursuant to an Officers' Certificate certifying that all terms for release and conditions precedent hereunder and under the applicable Collateral Document have been met and specifying (A) the identity of the Collateral to be released and (B) the provision of this Indenture and the applicable Collateral Document which authorizes such release. The Trustee shall release, without and shall give any notice tonecessary consent, waiver or release or consent by, the Indenture Trustee, but only as and instruction to the extent permitted by Collateral Agent to release (at the Basic Documentssole cost and expense of the Company) (i) all Collateral that is contributed, sold, leased, conveyed, transferred or otherwise disposed of; provided, howeversuch contribution, that any and all proceeds of such dispositions shall become Collateral and sale, lease, conveyance, transfer or other distribution is or will be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by , including, without limitation, the requirement that the net proceeds, if any, from such contribution, sale, lease, conveyance, transfer or other distribution are or will be applied in accordance with this Indenture Trustee and that no Default or Event of Default has occurred and is continuing or would occur immediately following such release; (ii) Collateral which may be released with the consent of Holders pursuant to Article 8 hereof; (iii) all Collateral (except as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent 9 hereof) upon discharge or see to the application of any moneys. The Indenture Trustee shall release property from the Lien defeasance of this Indenture in accordance with Article 9 hereof; (iv) all Collateral upon the payment in full of all obligations of the Company with respect to the Senior Notes; and (v) Collateral of a Guarantor whose Guarantee is released pursuant to this Section 8.04(b) only upon 11.4 hereof. Upon receipt of an Issuer Request accompanied by an Officer’s such Officers' Certificate, an Opinion of Counsel and any other opinions or certificates required by this Indenture and the TIA, the Trustee shall execute, deliver or acknowledge any necessary or proper instruments of external counsel termination, satisfaction or release to evidence the release of any Collateral permitted to be released pursuant to this Indenture and the Collateral Documents. (b) No Collateral shall be released from the Lien and security interest created by the Collateral Documents pursuant to the provisions of the Issuer (at Collateral Documents unless there shall have been delivered to the Issuer’s cost and expense) and (if Trustee the certificates required by the Trust Indenture Act) Independent Certificates in accordance with this Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0110.3. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, may release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien and security interest created by this Indenture and the Collateral Documents upon the sale or disposition of Collateral pursuant to the Trustee's powers, rights and duties with respect to remedies provided under any of the Collateral Documents. (d) The release of any Collateral from the terms of this Indenture and release the Collateral Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms hereof. To the extent applicable, the Company shall cause TIA Section 313(b), relating to reports, and TIA Section 314(d), relating to the release of property or securities from the Lien and security interest of the Collateral Documents and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Collateral Documents to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the company except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care.

Appears in 2 contracts

Sources: Indenture (Genesis Health Ventures Inc /Pa), Indenture (Genesis Health Ventures Inc /Pa)

Release of Collateral. The Collateral Agent shall not at any time release Collateral from the security interests created by the Collateral Documents unless such release is in accordance with the provisions of this Indenture and the applicable Collateral Documents. The release of any Collateral from the terms of the Collateral Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to this Indenture and the Collateral Documents. To the extent applicable, the Company shall cause Trust Indenture Act Section 314(d) relating to the release of property from the security interests created by this Indenture and the Collateral Documents to be complied with. Any certificate or opinion required by Trust Indenture Act Section 314(d) may be made by an Officer of each of the Company, except in cases where Trust Indenture Act Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care. A Person is “independent” if such Person (a) So long as is in fact independent, (b) does not have any direct financial interest or any material indirect financial interest in the Issuer Company or in any Affiliate of the Company and (c) is not an officer, employee, promoter, underwriter, trustee, partner or director or person performing similar functions to any of the foregoing for the Company. The Trustee shall be entitled to receive and conclusively rely upon a certificate provided by any such Person confirming that such Person is independent within the foregoing definition. Notwithstanding anything to the contrary, the Company will not be required to comply with all or any portion of TIA §314(d): (1) with respect to certain ordinary course of business releases of Collateral as described in default hereunder this Indenture and no Default hereunder would occur as a result the Collateral Documents, including without limitation, Collateral comprised of accounts receivable, and inventory or the proceeds of the foregoing, or cash, in each case, which shall be subject to release upon sales of such actioninventory, collection of the Issuerproceeds of such accounts receivable, through and withdrawals of cash from the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time Company’s deposit accounts in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as business and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b2) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the sameif it determines, in a manner good faith based on advice of counsel and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate's Certificate certifying, an Opinion that under the terms of Counsel of external counsel TIA §314(d) and/or any interpretation or guidance as to the meaning thereof of the Issuer (at the Issuer’s cost Commission and expenseits staff, including “no action” letters or exemptive orders, all or any portion of TIA §314(d) and (if required is inapplicable to one or a series of released Collateral. If requested in writing by the Trust Indenture Act) Independent Certificates in accordance with Company, the Trustee shall instruct the Collateral Agent to execute and deliver such documents, instruments or statements and to take such other action as the Company may request to evidence or confirm that the Collateral falling under this Section 314(c) 13.03 has been released from the Liens of each of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Collateral Documents. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Indenture (A. M. Castle & Co.), Indenture (Total Plastics, Inc.)

Release of Collateral. (a) So long as Subject to paragraphs (b), (c) and (d) below, Collateral shall automatically be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Documents at any time and or from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms provisions of the Servicing Agreement and Collateral Documents or as provided hereby. In addition, upon the requirements request of the proviso Company pursuant to an Officers Certificate certifying that all conditions precedent hereunder have been met and stating whether or not such release is in the preceding sentence. (b) The Indenture Trustee may, and when required connection with an asset sale by the provisions Company or the Guarantor (at the sole cost and expense of this Indenture shallthe Company and without any recourse, execute instruments to representation or warranty), the Trustee shall release property from the Lien Collateral that is sold, conveyed or disposed of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent compliance with the provisions of this Indenture; provided, that if such sale, conveyance or disposition constitutes a sale of assets, the Net Proceeds of such asset sale are applied in accordance with the applicable provisions of this Indenture. No party relying upon an instrument executed by Upon receipt of such Officers Certificate, the Indenture Trustee as provided in this Article VIII shall be bound shall, at the sole cost and expense of the Company and without recourse, representation or warranty, execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to ascertain evidence the Indenture Trustee’s authority, inquire into the satisfaction release of any conditions precedent or see Collateral permitted to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture be released pursuant to this Section 8.04(bIndenture or the Collateral Documents. (b) only upon receipt of an Issuer Request accompanied No Collateral shall be released from the Liens and security interest created by an Officer’s Certificate, an Opinion of Counsel of external counsel the Collateral Documents pursuant to the provisions of the Issuer (at Collateral Documents unless there shall have been delivered to the Issuer’s cost and expense) and (if Trustee the Officers Certificate required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01this Section. (c) The Indenture At any time when a Default or Event of Default shall have occurred and be continuing, the maturity of the Securities shall have been accelerated (whether by declaration or otherwise), and the Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable shall have delivered a notice of acceleration to the Indenture Trustee Company, no release of Collateral pursuant to Section 6.07 or otherwise have been paid, release any remaining portion the provisions of the Storm Recovery Collateral that secured Documents shall be effective as against the Storm Recovery Bonds Holders of Securities. (d) The release of any Collateral from the Lien terms of this Indenture and release the Collateral Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms hereof. To the extent applicable, the Company shall cause TIA §313(b), relating to reports, and TIA §314(d), relating to the release of property or securities from the Lien and security interest of the Collateral Documents and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Collateral Documents, to be complied with. Any certificate or opinion required by TIA §314(d) may be made by an Officer of the Company except in cases where TIA §314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care.

Appears in 2 contracts

Sources: Indenture (GWG Holdings, Inc.), Indenture (GWG Holdings, Inc.)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture and the Transfer and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII Eight shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysmonies. (b) The Indenture Trustee shall, at such time as there are no Notes outstanding and all sums due to the Noteholders pursuant to the Transfer and Servicing Agreement and all fees and expenses of the Indenture Trustee, the Master Servicer, the Trust Administrator and the Custodian pursuant to this Indenture or any other Operative Agreement have been paid, release any remaining portion of the Collateral that secured the Notes from the lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds then on deposit in the Trust Account and assign or transfer any outstanding Swap Agreement. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(bsubsection (b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture ActTIA) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1314(d)( 1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.01 hereof. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Indenture (Fieldstone Mortgage Investment CORP), Indenture (NYMT Securities CORP)

Release of Collateral. The Collateral Agent shall not at any time release Collateral from the security interests created by the Collateral Agreements unless such release is in accordance with the provisions of this Indenture and the applicable Collateral Agreements. The release of any Collateral from the terms of the Collateral Agreements shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to this Indenture and the Collateral Agreements. To the extent applicable, the Company shall cause TIA Section 314(d) relating to the release of property from the security interests created by this Indenture and the Collateral Agreements to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Company, except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care. A Person is “independent” if such Person (a) So long as is in fact independent, (b) does not have any direct financial interest or any material indirect financial interest in the Issuer Company or in any Affiliate of the Company and (c) is not in default hereunder an officer, employee, promoter, underwriter, trustee, partner or director or person performing similar functions to any of the foregoing for the Company. The Trustee shall be entitled to receive and no Default hereunder would occur as conclusively rely upon a result certificate provided by any such Person confirming that such Person is independent within the foregoing definition. Notwithstanding any provision to the contrary herein, Collateral comprised of accounts receivable, and inventory or the proceeds of the foregoing, or cash shall be subject to release upon sales of such actioninventory, collection of the Issuerproceeds of such accounts receivable, through and withdrawals of cash from the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time Company’s deposit accounts in the ordinary course of business, without any notice to, or release or consent by. If requested in writing by the Company, the Indenture TrusteeTrustee shall instruct the Collateral Agent to execute and deliver such documents, but only as instruments or statements and to take such other action as the extent permitted by Company may request to evidence or confirm that the Basic Documents; provided, however, that any and all proceeds Collateral falling under this Section 12.03 has been released from the Liens of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms each of the Servicing Agreement and the requirements of the proviso in the preceding sentenceCollateral Agreements. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Indenture (Kratos Defense & Security Solutions, Inc.), Indenture (Edgen Louisiana CORP)

Release of Collateral. (a) So long Upon satisfaction and discharge of this Indenture pursuant to Section 4.01 and otherwise as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent bypermitted by this Indenture, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions Trustee shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the sameproperty, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon on an instrument executed by the Indenture Trustee as provided in this Article VIII Section shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent precedent, or see to the application of any moneys. (b) When no Notes are Outstanding and the Issuer has paid all other sums payable under this Indenture by the Issuer, the Indenture Trustee shall release any remaining Collateral that secured the Notes from the lien of this Indenture and release to the Issuer any funds then on deposit in any account other than funds held in trust for the satisfaction of Notes that have not been surrendered for payment. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(bonly on receipt of an Issuer Request accompanied by an Officer’s Certificate. (c) Whenever a Mortgage Loan has been substituted for or repurchased in accordance with Section 2.02(b) or 2.04(d) of the Sale and Servicing Agreement, purchased in accordance with Section 3.06 of the Sale and Servicing Agreement, or designated for transfer in accordance with Section 2.06 of the Sale and Servicing Agreement, the Indenture Trustee shall execute appropriate documents to release the Mortgage Loan from the lien of this Indenture and deliver the Mortgage File to the appropriate party. (d) The Indenture Trustee shall release property from the lien of this Indenture only upon on receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost Counsel, and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section TIA Sections 314(c) and 314(d)(l) or an Opinion of the Trust Indenture Act and Section 314(d)(1) Counsel in lieu of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable Independent Certificates to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release effect that the TIA does not require any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountIndependent Certificates.

Appears in 2 contracts

Sources: Indenture (CWHEQ Revolving Home Equity Loan Trust, Series 2007-D), Indenture (CWHEQ Revolving Home Equity Loan Trust, Series 2007-E)

Release of Collateral. (a) So long Upon satisfaction and discharge of this Indenture pursuant to Section 4.01 and otherwise as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent bypermitted by this Indenture, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions Trustee shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the sameproperty, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon on an instrument executed by the Indenture Trustee as provided in this Article VIII Section shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent precedent, or see to the application of any moneys. (b) When no Notes are Outstanding and all amounts due and owing to the Credit Enhancer under the Insurance Agreement have been paid, the Indenture Trustee shall release any remaining Collateral that secured the Notes from the lien of this Indenture and release to the Issuer any funds then on deposit in any account other than funds held in trust for the satisfaction of Notes that have not been surrendered for payment. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon on receipt of an Issuer Request accompanied by an Officer’s 's Certificate. (c) Whenever a Mortgage Loan has been substituted for in accordance with Section 2.01(f) or 2.02(b) of the Sale and Servicing Agreement, purchased in accordance with Section 3.06 of the Sale and Servicing Agreement, or designated for transfer in accordance with Section 2.06 of the Sale and Servicing Agreement, the Indenture Trustee shall execute appropriate documents to release the Mortgage Loan from the lien of this Indenture and deliver the Mortgage File to the appropriate party. (d) The Indenture Trustee shall release property from the lien of this Indenture only on receipt of an Issuer Request accompanied by an Officer's Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost Counsel, and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section TIA Sections 314(c) and 314(d)(l) or an Opinion of the Trust Indenture Act and Section 314(d)(1) Counsel in lieu of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable Independent Certificates to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release effect that the TIA does not require any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountIndependent Certificates.

Appears in 2 contracts

Sources: Indenture (Cwabs Inc), Indenture (Cwabs Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.7, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property in the Collateral from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent consistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01monies. (cb) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Indenture Trustee pursuant to Section 6.07 or otherwise 6.7 have been paid, notify the Issuer thereof in writing and upon receipt of an Issuer Request, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in the Note Distribution Account. The Indenture Trustee shall (i) release any remaining portion of the Collateral that secured the Certificates from the lien of this Indenture and (ii) deposit in the Certificate Distribution Account any funds then on deposit in the Reserve Account or credited the Collection Account only at such time as (y) there are no Notes Outstanding and (z) all sums due to the Collection AccountIndenture Trustee pursuant to Section 6.7 have been paid.

Appears in 2 contracts

Sources: Indenture (Navistar Financial Retail Receivables Corporation), Indenture (Navistar Financial Retail Receivables Corporation)

Release of Collateral. (a) So long as Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Security Documents at any time and or from time to time in accordance with the ordinary course provisions of business, without any notice to, or release or consent bythe Security Documents and the Intercreditor Agreements. In addition, the Indenture TrusteeIssuer and the Subsidiary Guarantors will be entitled to the release of assets included in the Collateral from the Liens securing the Notes, but only and the Trustee shall (or, if the Trustee is not then the Notes Collateral Agent, shall direct the Notes Collateral Agent to) release the same from such Liens at the Issuer’s sole cost and expense, under any one or more of the following circumstances without the need for any further action by any Person: (i) as and to any property or assets to enable the Issuers or the Subsidiary Guarantors to consummate the disposition of such property or assets to the extent permitted by the Basic Documentsnot prohibited and otherwise in accordance with Section 3.7; provided, however, that if such property or assets, immediately prior thereto, were subject to any Lien securing any Obligations of the Issuers or Subsidiary Guarantors and all proceeds such property or assets continue after such disposition to be subject to a Lien securing any such Obligations, no such release shall occur with respect to such property or assets; (ii) in the case of the property and assets of a Restricted Subsidiary that is a Subsidiary Guarantor, upon the release of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and Subsidiary Guarantor from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms its Subsidiary Guarantee of the Servicing Agreement and the requirements Notes; (iii) as described under Article IX of the proviso in the preceding sentencethis Indenture. (b) The Indenture Trustee maysecurity interests in all Collateral securing the Notes also will be released upon payment in full of the principal of, together with accrued and when required by unpaid interest on, the provisions of this Indenture shall, execute instruments to release property from the Lien of Notes and all other Obligations under this Indenture, or convey the Indenture Trustee’s interest in Notes, the same, in a manner Guarantees and under circumstances the Security Documents that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent due and payable at or see prior to the application time such principal, together with accrued and unpaid interest are paid, or upon the Issuers’ exercise of any moneys. The Indenture Trustee shall release property from the Lien of a legal defeasance option or covenant defeasance option under this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01as described under Article VIII. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to Upon the Indenture Trustee written request of the Issuer pursuant to Section 6.07 or otherwise an Officer’s Certificate and Opinion of Counsel stating that all conditions precedent hereunder and under the Security Documents have been paidmet, and upon receipt of any necessary or proper instruments of termination, satisfaction or release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to prepared by the Issuer or the Subsidiary Guarantors, as the case may be, the Notes Collateral Agent, without the consent of any other Person entitled thereto Holder or the Trustee and at the expense of the Issuer or the Subsidiary Guarantors, shall execute, deliver or acknowledge such instruments or releases to evidence the release of any funds Collateral permitted to be released pursuant to this or investments then on deposit in or credited to the Collection AccountSecurity Documents.

Appears in 2 contracts

Sources: Indenture (Neiman Marcus Group LTD LLC), Indenture (Neiman Marcus Group LTD LLC)

Release of Collateral. (a) So long as Subject to subsections (b), (c) and (d) of this Section 13.03, Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted security interest created by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Escrow Agreement only in accordance with the terms provisions of the Servicing Agreement and the requirements of the proviso in the preceding sentenceEscrow Agreement. (b) The Indenture Trustee mayExcept to the extent that any Lien on proceeds of Collateral is automatically released by operation of Section 9-306 of the Uniform Commercial Code or other similar law, no Collateral shall be released from the Lien and when required security interest created by the Escrow Agreement pursuant to the provisions of this Indenture shallthe Escrow Agreement, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see other than to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture Holders pursuant to this the terms thereof, unless there shall have been delivered to the Trustee the certificate required by Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense13.03(d) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0113.04. (c) The Indenture Trustee shallAt any time when a Default shall have occurred and be continuing and the maturity of the Notes issued on the Issue Date shall have been accelerated (whether by declaration or otherwise), at such time as there are no Storm Recovery Bonds Outstanding and all sums payable Collateral shall be released pursuant to the Indenture provisions of the Escrow Agreement, and no release of Collateral in contravention of this Section 13.03(c) shall be effective as against the Holders of Notes, except for the disbursement of all Available Funds (as defined in the Escrow Agreement) to the Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion 6(b) of the Storm Recovery Escrow Agreement. (d) The release of any Collateral that secured from the Storm Recovery Bonds Liens and security interests created by this Indenture and the Escrow Agreement shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to the terms hereof or pursuant to the terms of the Escrow Agreement. To the extent applicable, the Company shall cause TIA Section 314(d) relating to the release of property or securities from the Lien and security interest of this Indenture and release the Escrow Agreement to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Issuer Company except in cases where TIA Section 314(d) requires that such certificate or any opinion be made by an independent person, which person shall be an independent engineer, appraiser or other Person entitled thereto any funds expert selected or investments then on deposit approved by the Trustee in or credited to the Collection Accountexercise of reasonable care.

Appears in 2 contracts

Sources: Indenture (RCN Corp /De/), Indenture (Verio Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture or the Sale and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. (b) The Indenture Trustee shall, at such time as there are no Notes Outstanding and all sums due the Indenture Trustee pursuant to Section 6.07 have been paid, [and all sums due to the [Swap][Cap] Counterparty have been paid pursuant to the Interest Rate [Swap][Cap] Agreement,] release any remaining portion of the Collateral that secured the Notes from the lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds then on deposit in the Trust Accounts. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel (which Opinion of external counsel Counsel shall state that, in the opinion of the Issuer (at the Issuer’s cost and expense) such counsel, all such conditions precedent to such release, if any, have been complied with), and (if required by the Trust Indenture ActTIA as so stated in the Opinion of Counsel) Independent Certificates in accordance with Section TIA §§314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Indenture (Harley-Davidson Customer Funding Corp.), Indenture (Harley-Davidson Customer Funding Corp.)

Release of Collateral. (a) So long as Subject to paragraphs (b), (c) and (d) below, Collateral shall automatically be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Documents at any time and or from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms provisions of the Servicing Agreement and Collateral Documents or as provided hereby. In addition, upon the requirements request of the proviso Company pursuant to an Officers’ Certificate certifying that all conditions precedent hereunder have been met and stating whether or not such release is in the preceding sentence. (b) The Indenture Trustee may, and when required connection with an asset sale by the provisions Company or the Guarantor (at the sole cost and expense of this Indenture shallthe Company and without any recourse, execute instruments to representation or warranty), the Trustee shall release property from the Lien Collateral that is sold, conveyed or disposed of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent compliance with the provisions of this Indenture; provided, that if such sale, conveyance or disposition constitutes a sale of assets, the Net Proceeds of such asset sale are applied in accordance with the applicable provisions of this Indenture. No party relying upon an instrument executed by Upon receipt of such Officers’ Certificate, the Indenture Trustee as provided in this Article VIII shall be bound shall, at the sole cost and expense of the Company and without recourse, representation or warranty, execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to ascertain evidence the Indenture Trustee’s authority, inquire into the satisfaction release of any conditions precedent or see Collateral permitted to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture be released pursuant to this Section 8.04(bIndenture or the Collateral Documents. (b) only upon receipt of an Issuer Request accompanied No Collateral shall be released from the Liens and security interest created by an Officer’s Certificate, an Opinion of Counsel of external counsel the Collateral Documents pursuant to the provisions of the Issuer (at Collateral Documents unless there shall have been delivered to the Issuer’s cost and expense) and (if Trustee the Officers’ Certificate required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01this Section. (c) The Indenture At any time when a Default or Event of Default shall have occurred and be continuing, the maturity of the Securities shall have been accelerated (whether by declaration or otherwise), and the Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable shall have delivered a notice of acceleration to the Indenture Trustee Company, no release of Collateral pursuant to Section 6.07 or otherwise have been paid, release any remaining portion the provisions of the Storm Recovery Collateral that secured Documents shall be effective as against the Storm Recovery Bonds Holders of Securities. (d) The release of any Collateral from the Lien terms of this Indenture and release the Collateral Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms hereof. To the extent applicable, the Company shall cause TIA §313(b), relating to reports, and TIA §314(d), relating to the release of property or securities from the Lien and security interest of the Collateral Documents and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Collateral Documents, to be complied with. Any certificate or opinion required by TIA §314(d) may be made by an Officer of the Company except in cases where TIA §314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care.

Appears in 2 contracts

Sources: Indenture (GWG Holdings, Inc.), Indenture (GWG Life, LLC)

Release of Collateral. (a) So long as the Issuer is not in default hereunder Subject to subsections (b), (c) and no Default hereunder would occur as a result (d) of such actionthis Section 11.03, the Issuer, through Collateral may be released from the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted security interest created by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Escrow Agreement only in accordance with the terms provisions of the Servicing Agreement and the requirements of the proviso in the preceding sentenceEscrow Agreement. (b) The Indenture Trustee mayExcept to the extent that any security interest on proceeds of Collateral is automatically released by operation of Section 9-306 of the Uniform Commercial Code or other similar law, and when required no Collateral shall be released from the security interest created by the Escrow Agreement pursuant to the provisions of this Indenture shallthe Escrow Agreement, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see other than to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture Holders pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01terms thereof. (c) The Indenture Trustee shallAt any time when an Event of Default shall have occurred and be continuing and the maturity of the Securities shall have been accelerated (whether by declaration or otherwise), at such time as there are no Storm Recovery Bonds Outstanding and all sums payable Collateral shall be released pursuant to the Indenture provisions of the Escrow Agreement, and no release of Collateral in contravention of this Section 11.03(c) shall be effective as against the Holders of Securities, except for the disbursement of all Escrow Funds (as defined in the Escrow Agreement) and other Collateral to the Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion 6(c) of the Storm Recovery Escrow Agreement. (d) The release of any Collateral that secured the Storm Recovery Bonds from the Lien of security interests created by this Indenture and release the Escrow Agreement shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms hereof or pursuant to the terms of the Escrow Agreement. To the extent applicable, the Company shall cause TIA Section 314(d) relating to the release of property or securities from the security interest of the Escrow Agreement to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Company except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care.

Appears in 2 contracts

Sources: Indenture (Hermes Europe Railtel B V), Indenture (Global Telesystems Group Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07 hereof, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments delivered to the Indenture Trustee to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cb) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Certificateholders pursuant to Section 5.02(b) of the Sale and Servicing Agreement, to the Servicer pursuant to Section 8.02(c)(i)(A) hereof, to the Indenture Trustee pursuant to Section 6.07 or otherwise 8.02(c)(i)(B) hereof, to the Owner Trustee pursuant to Section 8.02(c)(i)(C) hereof, to the Custodian pursuant to Section 8.02(c)(i)(D) hereof and to the Grantor Trustee pursuant to Section 8.02(c)(i)(E) hereof have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited the Trust Accounts. The Indenture Trustee shall release property from the lien of this Indenture pursuant to this Subsection (b) only upon receipt of an Issuer Request accompanied by an Officer's Certificate, an Opinion of Counsel and (if required by the Collection AccountTIA) Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the applicable requirements of Section 11.01 hereof.

Appears in 2 contracts

Sources: Indenture (Master Financial Asset Securitization Trust 1998-2), Indenture (Master Financial Asset Securitization Trust 1998-2)

Release of Collateral. Unless a Notice of Acceleration is in effect, Navistar Financial may (ain addition to its rights under Sections 2.02, 4.02 and 4.07(d)) So long as the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, (x) sell or otherwise dispose of any item of Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. ordinary course of business if such sale or disposition is not prohibited by any Secured Instrument, (by) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments sell any Collateral subject to release property from the any Senior Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with sale as to which the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates have waived its rights in accordance with Section 314(c2.06 and (z) sell or otherwise dispose of any item of Collateral (including UCC Deposit Accounts) pursuant to a Qualified Securitization Transaction. In connection with any such sale or disposition, (i) the Trustee’s Security Interest in such item (but not in the Proceeds arising from such sale or disposition) shall cease immediately upon such sale or disposition, without any further action on the part of the Trustee; (ii) if such item is in the possession of the Trustee, any co-trustee or any of their respective agents, the Trustee, such co-trustee or such agent shall deliver such item to Navistar Financial promptly following receipt of a certificate of a Responsible Officer (1) requesting such delivery and certifying that such sale or other disposition is permitted in accordance with this Section 2.05, (2) certifying that such delivery is for a purpose that will cause the Trustee’s Security Interest in such item to remain perfected for a specified period following the date of delivery pursuant to Section 9-312(f) of the Trust Indenture Act UCC and Section 314(d)(1(d) certifying that the relevant sale or disposition shall occur no later than five days prior to the expiration of the Trust Indenture Act meeting the applicable requirements of Section 10.01.such specified period; and (ciii) The Indenture the Trustee, any co-trustee and any of their respective agents are each hereby authorized and instructed to deliver to the purchaser of such item a certificate prepared by Navistar Financial stating that the Trustee shallno longer has any security interest therein, at and such time as there are no Storm Recovery Bonds Outstanding purchaser shall be entitled to rely conclusively on such certificate for any and all sums payable purposes; provided that the Trustee, such co-trustee or such agent shall have received a certificate of a Responsible Officer requesting such delivery and certifying that such sale or other disposition is permitted in accordance with this Section 2.05. Unless notified to the Indenture contrary by any Secured Party, the Trustee pursuant to Section 6.07 may assume that any sale or otherwise have been paid, release disposition of an item of Collateral is not prohibited by any remaining portion Secured Instrument and may so inform any of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture its agents and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountco-trustee.

Appears in 2 contracts

Sources: Credit Agreement (Navistar Financial Corp), Security, Pledge and Trust Agreement (Navistar Financial Corp)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture and the Transfer and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysmonies. (b) The Indenture Trustee shall, at such time as there are no Notes outstanding and all sums due to the Noteholders pursuant to the Transfer and Servicing Agreement and any fees and expenses of the Indenture Trustee, the Master Servicer, the Securities Administrator, the Administrator, the Custodian, the Owner Trustee and the Servicer pursuant to this Indenture or any other Operative Agreement have been paid, release any remaining portion of the Collateral that secured the Notes from the lien of this Indenture, the Indenture Trustee shall release to the Issuer or any other Person entitled thereto any funds then on deposit in the Note Payment Account and the Indenture Trustee shall assign or transfer any outstanding Cap Agreements. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(bsubsection (b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture ActTIA) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.01 hereof. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Indenture (Homebanc Corp), Indenture (HMB Acceptance Corp.)

Release of Collateral. (a) So long as Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Documents at any time and or from time to time in accordance with the ordinary course provisions of businessthe Collateral Documents and/or the Second Lien Intercreditor Agreement. In addition, without any notice to, or release or consent byupon the request of the Issuer pursuant to an Officer’s Certificate and Opinion of Counsel certifying that all conditions precedent hereunder have been met, the Indenture TrusteeIssuers and the Note Guarantors will be entitled to the release of assets included in the Collateral from the Liens securing the Securities, but only as and the Collateral Agent and the Trustee (if the Trustee is not then the Collateral Agent) shall release the same from such Liens at the Issuers’ sole cost and expense, under any one or more of the following circumstances: (i) to enable the Issuers to consummate the sale, transfer or other disposition of such property or assets to a Person that is not an Issuer or a Note Guarantor to the extent permitted by not prohibited under Section 4.06 hereof; (ii) in the Basic Documents; providedcase of a Note Guarantor that is released from its Note Guarantee with respect to the Securities, however, that any the release of the propoerty and all proceeds assets of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off Note Guarantor; or (iii) as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentencepermitted under Article 9 hereof. (b) The Indenture Trustee mayFor the avoidance of doubt, the Lien on the Collateral created by the Collateral Documents securing the Second Lien Obligations shall automatically be released and discharged under the circumstances set forth in, and when required by the provisions of this Indenture shallsubject to, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel 5.01 of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Second Lien Intercreditor Agreement. (c) To the extent necessary and for so long as required for such Subsidiary not to be subject to any requirement pursuant to Rule 3-16 of Regulation S-X under the Securities Act to file separate financial statements with the SEC (or any other governmental agency), the Capital Stock of any Subsidiary of Holdings shall not be included in the Collateral with respect to the Securities and shall not be subject to the Liens securing the Securities and the Second Lien Obligations in accordance with and only to the extent provided in Section 2.01 of the Security Agreement. (d) The Indenture Trustee shallLiens on the Collateral securing the Securities and the Note Guarantees also will be released automatically upon (i) payment in full of the principal of, at such time as there are no Storm Recovery Bonds Outstanding together with accrued and unpaid interest on, and premium, if any, on, the Securities and all sums other Obligations under this Indenture, the Note Guarantees and the Collateral Documents that are due and payable at or prior to the Indenture Trustee pursuant time such principal, together with accrued and unpaid interest, are paid or (ii) a legal defeasance or covenant defeasance or a discharge under Article 8 hereof. (e) Any release of Collateral permitted by this Section 10.04 hereof will be deemed not to Section 6.07 or otherwise have been paid, release any remaining portion of impair the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of Liens under this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit Collateral Documents in or credited to the Collection Account.contravention thereof

Appears in 2 contracts

Sources: Indenture (Gates Global Inc.), Indenture (Gates Engineering & Services FZCO)

Release of Collateral. (a) So long as Subject to subsection (c) of this Section 10.05 and Section 10.06, Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Security Documents at any time and or from time to time at the sole cost and expense of the Company (x) upon payment in full of the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Securities in accordance with the terms thereof and of this Indenture and all other Obligations of the Servicing Agreement Company and the requirements Guarantors then due and owing under this Indenture, the Securities, the Guarantees and the Security Documents, including any defeasance pursuant to Article 8 and (y) as otherwise expressly permitted by the Security Documents. In addition, the Lien and security interests created by the Security Documents in any asset shall terminate and be released immediately without any further action upon the disposition of such asset in any transaction permitted under the Indenture. Upon compliance with the above provisions and the provisions of Section 13.04 hereof, the Trustee shall execute, deliver or acknowledge any necessary or proper instruments or termination, satisfaction or release provided by or on behalf of the proviso in Company to evidence the preceding sentencerelease of any Collateral permitted to be released pursuant to this Indenture or the Security Documents. (b) The Indenture Each other release of Collateral must comply with Section 9.02. (c) At any time when a Default or Event of Default shall have occurred and be continuing and the maturity of the Securities shall have been accelerated (whether by declaration or otherwise) and the Trustee mayshall have delivered a notice of acceleration to the Company, and when required by no release of Collateral pursuant hereto shall be effective as against the provisions Securities. (d) No purchaser or grantee of this Indenture shall, execute instruments any property or rights purporting to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII be released herefrom shall be bound to ascertain the authority of the Trustee to execute the release or to inquire as to the existence of any conditions herein prescribed for the exercise of such authority; nor shall any purchaser or grantee of any property or rights permitted by this Indenture Trustee’s authority, to be sold or otherwise disposed of by the Company and the Subsidiary Guarantors be under any obligation to ascertain or inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel authority of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer Company or any Subsidiary Guarantor to make such sale or other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountdisposition.

Appears in 2 contracts

Sources: Indenture (Montgomery Cellular Telephone Co Inc), Indenture (Price Communications Corp)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time expenses pursuant to time in the ordinary course of business, without any notice to, or release or consent bySection 8.07, the Indenture TrusteeTrustee shall, but only as and to at the extent permitted by the Basic Documents; provided, however, that any and all proceeds request of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or when otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shallIndenture, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that which are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The funds. (b) Upon delivery of an Officer's Certificate certifying that the Issuer's obligations under this Indenture have been satisfied and discharged by complying with the provisions of this Article, the Indenture Trustee shall release property from (i) execute and deliver such releases, termination statements and other instruments (in recordable form, where appropriate) as the Lien Issuer or any other obligor, as applicable, may reasonably request evidencing the termination of the Security Interests created by this Indenture pursuant and (ii) not to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel be deemed to hold the Security Interests for the benefit of the Issuer (at Indenture Trustee, the Issuer’s cost Noteholders and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the any applicable requirements of Section 10.01Enhancement Provider. (c) The CWRI and the Noteholders shall be entitled to receive at least ten (10) days written notice of any action pursuant to clause (a), accompanied by copies of any instruments involved, and the Indenture Trustee shallshall also be entitled to require, at as a condition to such time as there are no Storm Recovery Bonds Outstanding action, an Opinion of Counsel, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all sums payable conditions precedent to the taking of such action have been complied with. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release in connection with any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountsuch action.

Appears in 2 contracts

Sources: Indenture (CNH Wholesale Receivables Inc), Indenture (CNH Wholesale Receivables Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time expenses pursuant to time in the ordinary course of business, without any notice to, or release or consent bySection 807, the Indenture TrusteeTrustee will, but only as and to at the extent permitted by the Basic Documents; provided, however, that any and all proceeds request of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or when otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shallIndenture, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that which are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall will be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The funds. (b) Upon delivery of an Officer's Certificate certifying that the Issuer's obligations under this Indenture have been satisfied and discharged by complying with the provisions of this Article, the Indenture Trustee shall release property from will (i) execute and deliver such releases, termination statements and other instruments (in recordable form, where appropriate) as the Lien Issuer or any other obligor, as applicable, may reasonably request evidencing the termination of the Security Interest created by this Indenture pursuant and (ii) not be deemed to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel hold the Security Interests for the benefit of the Issuer (at Indenture Trustee, the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the Noteholders, any applicable requirements of Section 10.01Supplemental Credit Enhancement Provider or any applicable Supplemental Liquidity Provider. (c) The National City and the Noteholders will be entitled to receive at least ten (10) days written notice when the Indenture Trustee shallproposes to take any action pursuant to clause (a), at accompanied by copies of any instruments involved, and the Indenture Trustee will also be entitled to require, as a condition to such time as there are no Storm Recovery Bonds Outstanding action, an Opinion of Counsel, stating the legal effect of any such action, outlining the steps required to complete the same, and concluding that all sums payable conditions precedent to the taking of such action have been complied with. Counsel rendering any such opinion may rely, without independent investigation, on the accuracy and validity of any certificate or other instrument delivered to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release in connection with any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountsuch action.

Appears in 2 contracts

Sources: Indenture (National City Credit Card Master Trust), Indenture (National City Bank /)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its reasonable fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07 hereof, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments acceptable to it and prepared and delivered to it by the Issuer to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, without recourse, representation or warranty in a manner as provided in the Custodial Agreement and under circumstances that are not inconsistent with the provisions of this IndentureIndenture and the other Basic Documents. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cb) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Noteholders (and their Affiliates), the Noteholder Agent, the Sales Agents, the Indenture Trustee, the Owner Trustee pursuant to Section 6.07 or otherwise and the Custodian under the Basic Documents have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited the Trust Accounts. At such time as the lien of this Indenture is released, the Indenture Trustee shall cause a termination statement to be filed in any jurisdiction where a UCC financing statement has been filed hereunder with respect to the Collection AccountCollateral. The Indenture Trustee shall release property from the lien of this Indenture pursuant to this subsection (b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate and an Opinion of Counsel meeting the applicable requirements of Section 11.01 hereof.

Appears in 2 contracts

Sources: Indenture (H&r Block Inc), Indenture (H&r Block Inc)

Release of Collateral. (a) So long All or any portion of the Collateral, as applicable, shall be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result security interest created by the Security Documents to secure the Note Obligations, all without delivery of such action, the Issuer, through the Servicer, may collect, sell any instrument or otherwise dispose performance of written-off receivablesany act by any party, at any time and or from time to time as provided by this Section 13.04. Upon such release, subject to the terms of the Security Documents all rights in the ordinary course of business, without any notice to, or release or consent by, applicable Collateral securing the Indenture Trustee, but only as and Note Obligations shall revert to the extent permitted Issuer and the Guarantors. The applicable Collateral shall be automatically released from the Lien and security interest created by the Basic Documents; providedSecurity Documents to secure the Note Obligations, however, that any and all proceeds of such dispositions shall become Collateral and be deposited with notice to the General Subaccount immediately upon receipt thereof by Trustee and Collateral Agent which failure to deliver such notice shall not effect the Issuer release without delivery of any instrument or any other Personaction by any party, including under any of the Servicer. Without limiting following circumstances: (i) with respect to any Collateral securing the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose Note Guarantee of any Collateral previously written-off as a defaulted or uncollectible account Guarantor, when such Guarantor’s Note Guarantee is released in accordance with the terms of this Indenture; (ii) upon payment in full of principal, interest and all other Note Obligations that are due and payable at the Servicing time such principal and interest is paid; (iii) pursuant to an amendment of, supplement to or other modification of a Note Document entered into pursuant Article 8; (iv) in connection with any disposition of Collateral (but excluding any transaction subject to Article 7 where the recipient is required to become a Guarantor) that is not prohibited by this Indenture; (v) in respect of any property and assets of a Collateral Guarantor that would constitute Collateral but is at such time not subject to a Lien securing First Lien Obligations (other than the Note Obligations), other than any property or assets that cease to be subject to a Lien securing First Lien Obligations in connection with a discharge of First Lien Obligations; provided that if such property and assets (other than Excluded Property) are subsequently subject to a Lien securing First Lien Obligations (other than the Note Obligations), such property and assets shall subsequently constitute Collateral to the extent otherwise requried under this Indenture; (vi) if such property or other assets is or becomes Excluded Property, including without limitation: (A) any collections and accounts established solely for the collection of Receivables to secure the incurrence of Indebtedness pursuant to a Qualified Receivable Facility as permitted by Section 9.07(b)(xxvii) and any property securing such Qualified Receivable Facility; (B) any Securitization Assets to secure the Incurrence of Indebtedness under Qualified Securitization Facilities permitted to be incurred pursuant to Section 9.07(b)(xxviii); or (C) any Digital Products to secure the Incurrence of Indebtedness under Qualified Digital Products Facility permitted to be incurred pursuant to Section 9.07(b)(xxix); (vii) in accordance with the applicable provisions of the First Lien/First Lien Intercreditor Agreement or the Security Documents; (viii) in respect of any Collateral transferred to a third party or otherwise disposed of in connection with any enforcement by the Collateral Agent in accordance with the First Lien/First Lien Intercreditor Agreement; (ix) upon the exercise by the Issuer and the requirements Guarantors of their legal defeasance or covenant defeasance options, or the discharge of the proviso Issuer’s and the Guarantors’ obligations under this Indenture in accordance with Article 11 or Article 4; or (x) to the preceding sentenceextent that such Collateral comprises property leased to the Issuer or a Guarantor, upon termination or expiration of such lease. (b) The Indenture Trustee may, In the event any Collateral or Guarantor is released hereunder and when the Issuer is not required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by deliver an Officer’s Certificate, an Certificate and/or Opinion of Counsel to the Trustee, the Trustee shall receive notice of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01such release. (c) The Indenture Collateral Agent and, if necessary, the Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable the Issuer’s expense, execute, deliver or acknowledge any necessary or proper instruments of termination subject to the Indenture Trustee terms hereof and terms of the Security Documents and Intercreditor Agreement, satisfaction or release provided to it to evidence and shall do or cause to be done all other acts reasonably necessary to effect, in each case as soon as is reasonably practicable, the release of any Collateral permitted to be released pursuant to Section 6.07 this Indenture and the Security Documents. Neither the Trustee nor the Collateral Agent shall be liable for any such release undertaken in good faith and that it believes to be authorized or within the rights or powers conferred upon it by this Indenture and the Security Documents. (d) Subject to the Intercreditor Agreements, the Holders and the other Secured Parties hereby irrevocably authorize and instruct the Trustee and the Collateral Agent to, upon receipt of an Officer’s Certificate and Opinion of Counsel, without any further consent of any Holder or any other Secured Party, and, upon the request of the Issuer, the Collateral Agent shall, (a) enter into (or acknowledge and consent to) or amend, renew, extend, supplement, restate, replace, waive or otherwise have been paid, release modify any remaining of the Intercreditor Agreements with the collateral agent or other representative of holders of Indebtedness secured (and permitted to be secured) by a Lien on assets constituting a portion of the Storm Recovery Collateral under any of Section 9.08(b), (z), (aa), (bb), (gg), (kk) or (mm) (and solely in accordance with the relevant requirements thereof and not in lieu of the requirements thereof) and (b) release any Lien securing the obligations on any property granted to or held by the Collateral Agent under any Note Document to the holder of any Lien on such property that secured is permitted by Section 9.08(c), (i) or (v) in each case to the Storm Recovery Bonds extent the contract or agreement pursuant to which such Lien is granted prohibits any other Liens on such property. (e) The release of any Collateral from the Lien terms of this Indenture and release the Security Documents will not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited extent the Collateral is released pursuant to the Collection Accountterms of the Security Documents. (f) Notwithstanding anything herein to the contrary, in connection with (x) any release of Collateral pursuant to Section 13.04(a), the Collateral Agent shall not be required to execute, deliver or acknowledge any instruments of termination, satisfaction or release unless, in each case, an Officer’s Certificate and Opinion of Counsel certifying that all conditions precedent, including, without limitation, this Section 13.04, have been met and stating under which of the circumstances set forth in Section 13.04(a) above the Collateral is being released have been delivered to the Collateral Agent. (g) Notwithstanding anything herein to the contrary, at any time when a Default or Event of Default has occurred and is continuing and the maturity of the Securities has been accelerated (whether by declaration or otherwise) and the Trustee has delivered a notice of acceleration to the Collateral Agent, no release of Collateral pursuant to the provisions of this Indenture or the Collateral Documents will be effective as against the Holders, except as otherwise provided in the First Lien/First Lien Intercreditor Agreement.

Appears in 2 contracts

Sources: Indenture (Qwest Corp), Indenture (Qwest Corp)

Release of Collateral. (a) So long as the Issuer is The Collateral Agent shall not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time release Collateral from the security interests created by the Collateral Agreements unless such release is in accordance with the provisions of this Indenture, the Intercreditor Agreement and the applicable Collateral Agreements. (b) At any time when an Event of Default shall have occurred and be continuing, no release of Collateral pursuant to the provisions of this Indenture, the Intercreditor Agreement and the Collateral Agreements shall be effective as against the Holders. (c) The release of any Collateral from time the terms of the Collateral Agreements shall not be deemed to time impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to this Indenture or the Collateral Agreements. (d) Notwithstanding any provision to the contrary herein, Collateral comprised of accounts receivable, inventory or (prior to the occurrence and during the continuance of an Event of Default and the Collateral Agent or the Administrative Agent having issued (and not terminated) an instruction or entitlement order prohibiting the release thereof to any depositary or securities intermediary with respect to any deposit account or securities account under the “control” (as defined in Section 8-106 or 9-104, as applicable, of the Uniform Commercial Code as in effect in the State of New York) of the Collateral Agent) the proceeds of the foregoing shall be subject to release upon sales of such inventory and collection of the proceeds of such accounts receivable in the ordinary course of business, without any notice to, or release or consent by. If requested in writing by the Company, the Indenture TrusteeTrustee shall instruct the Collateral Agent to execute and deliver such documents, but only as instruments or statements and to take such other action as the extent permitted by Company may request to evidence or confirm that the Basic Documents; provided, however, that any and all proceeds Collateral falling under this Section 12.04 has been released from the Liens of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms each of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysCollateral Agreements. The Indenture Trustee Collateral Agent shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only execute and deliver such documents, instruments and statements and shall take all such actions promptly upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds instructions from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountTrustee.

Appears in 2 contracts

Sources: Indenture (McLeodUSA Holdings Inc), Indenture (McLeodusa Inc)

Release of Collateral. (a) So long as All money and other property withdrawn from the Collection Account by the Trustee for payment to the Issuer is not as provided in default hereunder this Indenture in accordance with Section 8.02 shall be deemed released from this Indenture when so withdrawn and no Default hereunder would occur as a result applied in accordance with the provisions of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of businessArticle VIII, without any further notice to, or release or consent by, the Trustee. (b) Other than as provided for in clause (a) above, the Trustee shall release property from the Lien of this Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any Documents and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately only upon receipt thereof of an Issuer Request accompanied by the an Issuer or any other PersonOfficer’s Certificate, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time an Issuer Opinion of Counsel and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the terms of the Servicing Agreement and the applicable requirements of Section 11.01 or an Issuer Opinion of Counsel in lieu of such Independent Certificates to the proviso in effect that the preceding sentenceTIA does not require any such Independent Certificate. (bc) The Indenture Subject to the payment of its fees and expenses pursuant to Section 6.07, the Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cd) The Indenture Subject to Section 8.03(b), the Trustee shall, at such time as there are no Storm Recovery Transition Bonds Outstanding and all sums payable to due the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Transition Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Indenture (JCP&L Transition Funding II LLC), Indenture (JCP&L Transition Funding II LLC)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time expenses pursuant to time in the ordinary course of business, without any notice to, or release or consent bySection 6.7, the Indenture Trustee, but only as and to the extent Trustee may if permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee mayhereof, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this IndentureIndenture or such other document. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01monies. (cb) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable to due the Indenture Trustee pursuant to Section 6.07 or otherwise 6.7 have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited the Trust Accounts. Such release shall include release of the lien of this Indenture and transfer of dominion and control over the Trust Accounts to the Collection AccountIssuer or its designee. The Indenture Trustee shall release property from the lien of this Indenture pursuant to this Section only upon receipt of an Issuer Request accompanied by an Officer's Certificate, an Opinion of Counsel and (if required by the TIA) Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the applicable requirements of Section 11.1. Each Noteholder or Note Owner, by its acceptance of a Note or, in the case of a Note Owner, a beneficial interest in a Note, acknowledges that from time to time the Indenture Trustee shall release the lien of this Indenture (or shall be deemed to automatically release the lien of this Indenture without any further action) on any Receivable to be sold to (i) the Seller in accordance with Section 2.3 of the Sale and Servicing Agreement, (ii) to the Servicer in accordance with Section 3.6 of the Sale and Servicing Agreement and (iii) to VCI in accordance with Section 3.3 of the Purchase Agreement.

Appears in 2 contracts

Sources: Indenture (Volkswagen Public Auto Loan Securitization LLC), Indenture (Vw Credit Leasing LTD)

Release of Collateral. (a) So long as Subject to subsections (b), (c), (d), (e) and (f) of this Section 10.3, Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by this Indenture and the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Documents at any time and or from time to time in upon the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms request of the Servicing Agreement Issuers pursuant to an Officers' Certificate from each Issuer certifying that all terms for release and conditions precedent hereunder and under the requirements applicable Collateral Document have been met and specifying (A) the identity of the proviso in Collateral to be released and (B) the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions provision of this Indenture shallthat authorizes such release. The Collateral Agent shall release (at the sole cost and expense of the Issuers) (i) all Collateral that is contributed, execute instruments to release property from the Lien of this Indenturesold, leased, conveyed, transferred or convey the Indenture Trustee’s interest otherwise disposed of, provided such contribution, sale, lease, conveyance, transfer or other disposition is or will be in the same, in a manner and under circumstances that are not inconsistent accordance with the provisions of this Indenture. No party relying upon an instrument executed by , including, without limitation, the requirement that the Asset Sale Proceeds, if any, from such contribution, sale, lease, conveyance, transfer or other disposition are or will be applied in accordance with this Indenture Trustee and that no Default or Event of Default has occurred and is continuing or would occur immediately following such release; (ii) Collateral which may be released with the consent of Holders pursuant to Article 8 hereof; (iii) all Collateral (except as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent 9 hereof) upon discharge or see to the application of any moneys. The Indenture Trustee shall release property from the Lien defeasance of this Indenture in accordance with Article 9 hereof; (iv) all Collateral upon the indefeasible payment in full of all obligations of the Issuers with respect to the Senior Notes; and (v) Collateral of a Guarantor whose Guarantee is released pursuant to this Section 8.04(b) only upon 11.4 hereof. Upon receipt of an Issuer Request accompanied by an Officer’s Certificatesuch Officers' Certificates, an Opinion of Counsel and any other opinions or certificates required by this Indenture and the TIA, the Trustee shall execute, deliver or acknowledge any necessary or proper instruments of external counsel termination, satisfaction or release to evidence the release of any Collateral permitted to be released pursuant to this Indenture and the Collateral Documents. (b) No Collateral shall be released from the Lien and security interest created by the Collateral Documents pursuant to the provisions of the Issuer (at Collateral Documents unless there shall have been delivered to the Issuer’s cost and expense) and (if Collateral Agent the certificates required by the Trust Indenture Act) Independent Certificates in accordance with this Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0110.3. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, Collateral Agent may release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien and security interest created by this Indenture and the Collateral Documents upon the sale or disposition of Collateral pursuant to the Collateral Agent's powers, rights and duties with respect to remedies provided under any of the Collateral Documents. (d) The release of any Collateral from the terms of this Indenture and release the Collateral Documents shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to the terms hereof. To the extent applicable, the Issuers shall cause TIA Section 313(b), relating to reports, and TIA Section 314(d), relating to the release of property or securities from the Lien and security interest of the Collateral Documents and relating to the substitution therefor of any property or securities to be subjected to the Lien and security interest of the Collateral Documents, to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Issuers except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Collateral Agent in the exercise of reasonable care. (e) Notwithstanding the foregoing, each Issuer and each Subsidiary, as the case may be, pursuant to the terms of this Indenture and the Collateral Documents, may effect any disposition of Collateral and such Collateral shall be released from the Lien and security interest created by this Indenture and the Collateral Documents without the delivery of any opinions or certificates upon any such release; provided that (i) Section 4.10 is complied with and (ii) any property or assets acquired with any proceeds of such disposition becomes subject to the Lien and security interest created by this Indenture and the Collateral Documents; provided, further, that each Issuer shall deliver to the Trustee and Collateral Agent, within 15 days after each of the six-month periods ended April 15 and October 15 in each year, an Officers' Certificate to the effect that all releases of Collateral by either Issuer or any other Person entitled thereto Subsidiary, as the case may be, during the preceding six-month period were in accordance with the provisions of the Collateral Documents and this Indenture and that all proceeds therefrom were used by such Issuer or such Subsidiary as permitted herein (or will be so used within the time permitted by this Indenture). (f) The fair value of Collateral released from the Lien and security interest created by this Indenture and the Collateral Documents pursuant to Section 10.3(e) hereof shall not be considered in determining whether the aggregate fair value of Collateral released from the Lien and security interest created by this Indenture and the Collateral Documents in any funds or investments then calendar year exceeds the 10% threshold specified in Section 314(d)(l) of the TIA; provided that the Issuers' right to rely on deposit in or credited this sentence at any time is conditioned upon the Issuers having furnished to the Collection AccountTrustee and Collateral Agent the certificates described in Section 10.3(e) hereof that were required to be furnished to the Trustee and Collateral Agent at or prior to such time.

Appears in 2 contracts

Sources: Indenture (Superior Telecommunications Inc), Indenture (Essex Group Inc)

Release of Collateral. Notwithstanding any other provision of this Agreement to the contrary, upon Borrower’s request, Agent shall release its security interest in any Contract(s) and the Security Documents related thereto, including the items set forth in clauses (a) So through (e) of the definition of “Collateral” specifically with respect to such Contract(s) (excluding any transfers in connection with a Permitted Facility, which release of security interest shall be governed by Section 8.18, and excluding Permitted Charged Off Contracts Sales which release of security interest shall be governed by the last sentence of this Section 4.6), included in the Collateral so long as the Issuer is (a) Borrower obtains Agent’s prior written consent to such release, which consent shall not in default hereunder and be unreasonably withheld, conditioned or delayed; (b) no Default hereunder would occur as or Event of Default exists at the time such Contract(s) is to be released; (c) Borrower has entered into a result written contract for the sale of such actionContract(s) and has delivered to Agent a fully executed copy of such written contract; (d) if the Borrowers have no Excess Availability after giving effect to the sale, either (i) Borrower pledges to Agent additional Collateral equivalent to such Contract(s) being released, or (ii) Borrower reduces the Issueroutstanding, unpaid principal balance of the Notes through payment in an amount equal to the Servicer, may collect, sell or otherwise dispose sale price of written-off receivables, at any time and from time to time such Contract(s) being released in the ordinary course form of businesscash or the wire transfer of immediately available funds; and (e) immediately following the pledging of additional Collateral or payment of the Notes, without any notice toa Default or Event of Default does not exist under this Agreement. Upon satisfaction of all of the foregoing conditions, Agent shall release its security interest in such Contract(s) and within a reasonable period of time, return the original such Contract(s) and original Security Documents in its possession, if any, being released. Any distribution of interest or principal, or loss of the Collateral or any of the Property secured thereby, shall not release or consent byany Borrower from any of the Obligations. Notwithstanding the foregoing, upon the Indenture Trusteeconsummation of a Permitted Charged Off Contracts Sale by Borrowers, but only as Agent’s Lien and security interest in the applicable Contracts and the Security Documents related thereto shall be deemed automatically released and terminated upon a Borrower’s receipt of the purchase price therefore and Agent agrees to the extent permitted by the Basic Documents; provided, however, that promptly execute and deliver at Borrower’s request any and all proceeds lien release and termination statements with respect thereto as Borrowers shall reasonably request and, within a reasonable period of time, to return the original of such dispositions shall become Collateral applicable Contracts and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Personoriginal Security Documents in its possession, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentenceif any. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Loan and Security Agreement (Regional Management Corp.), Loan and Security Agreement (Regional Management Corp.)

Release of Collateral. Notwithstanding any other provision of this Agreement to the contrary, upon B▇▇▇▇▇▇▇’s request, Agent shall release its security interest in any Contract(s) and the Security Documents related thereto, including the items set forth in clauses (a) So through (e) of the definition of “Collateral” specifically with respect to such Contract(s) (excluding any transfers in connection with a Permitted Facility, which release of security interest shall be governed by Section 8.18, and excluding Permitted Charged Off Contracts Sales which release of security interest shall be governed by the last sentence of this Section 4.6), included in the Collateral so long as the Issuer is (a) Borrower obtains Agent’s prior written consent to such release, which consent shall not in default hereunder and be unreasonably withheld, conditioned or delayed; (b) no Default hereunder would occur as or Event of Default exists at the time such Contract(s) is to be released; (c) Borrower has entered into a result written contract for the sale of such actionContract(s) and has delivered to Agent a fully executed copy of such written contract; (d) if the Borrowers have no Excess Availability after giving effect to the sale, either (i) Borrower pledges to Agent additional Collateral equivalent to such Contract(s) being released, or (ii) Borrower reduces the Issueroutstanding, unpaid principal balance of the Notes through payment in an amount equal to the Servicer, may collect, sell or otherwise dispose sale price of written-off receivables, at any time and from time to time such Contract(s) being released in the ordinary course form of businesscash or the wire transfer of immediately available funds; and (e) immediately following the pledging of additional Collateral or payment of the Notes, without any notice toa Default or Event of Default does not exist under this Agreement. Upon satisfaction of all of the foregoing conditions, Agent shall release its security interest in such Contract(s) and within a reasonable period of time, return the original such Contract(s) and original Security Documents in its possession, if any, being released. Any distribution of interest or principal, or loss of the Collateral or any of the Property secured thereby, shall not release or consent byany Borrower from any of the Obligations. Notwithstanding the foregoing, upon the Indenture Trusteeconsummation of a Permitted Charged Off Contracts Sale by Borrowers, but only as Agent’s Lien and security interest in the applicable Contracts and the Security Documents related thereto shall be deemed automatically released and terminated upon a Borrower’s receipt of the purchase price therefore and Agent agrees to the extent permitted by the Basic Documents; provided, however, that promptly execute and deliver at Borrower’s request any and all proceeds lien release and termination statements with respect thereto as Borrowers shall reasonably request and, within a reasonable period of time, to return the original of such dispositions shall become Collateral applicable Contracts and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Personoriginal Security Documents in its possession, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentenceif any. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Loan and Security Agreement (Regional Management Corp.), Loan and Security Agreement (Regional Management Corp.)

Release of Collateral. (a) So long as the Issuer is The Collateral Agent shall not in default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and release Collateral from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted security interests created by the Basic Documents; provided, however, that any and all proceeds of Collateral Agreements unless such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account is in accordance with the terms provisions of the Servicing Agreement this Indenture and the requirements of the proviso in the preceding sentenceapplicable Collateral Agreements. (b) The Indenture Trustee mayAt any time when a Default or an Event of Default shall have occurred and be continuing, and when required by no release of Collateral pursuant to the provisions of this Indenture shall, execute instruments to release property from and the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII Collateral Agreements shall be bound to ascertain effective as against the Indenture Trustee’s authorityHolders, inquire into the satisfaction of any conditions precedent or see except to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this extent otherwise permitted under Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0112.03(d). (c) The release of any Collateral from the terms of the Collateral Agreements shall not be deemed to impair the security under this Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding in contravention of the provisions hereof if and all sums payable to the Indenture Trustee extent the Collateral is released pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release the Collateral Agreements. To the extent applicable, the Company shall cause TIA Section 314(d) relating to the Issuer release of property from the security interests created by this Indenture and the Collateral Agreements to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Company, except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care. A Person is "independent" if such Person (a) is in fact independent, (b) does not have any direct financial interest or any other material indirect financial interest in the Company or in any Affiliate of the Company and (c) is not an officer, employee, promoter, underwriter, trustee, partner or director or person performing similar functions to any of the foregoing for the Company. The Trustee and the Collateral Agent shall be entitled to receive and rely upon a certificate provided by any such Person entitled thereto confirming that such Person is independent within the foregoing definition. (d) Notwithstanding any funds or investments then on deposit in or credited provision to the Collection Accountcontrary herein, Collateral comprised of accounts receivable, inventory or the proceeds of the foregoing shall be subject to release upon sales of such inventory, collection of the proceeds of such accounts receivable and the use of proceeds, in each case, in the ordinary course of business pursuant to transaction not otherwise prohibited under this Indenture. If requested in writing by the Company, the Trustee shall instruct the Collateral Agent to execute and deliver such documents, instruments and statements and to take all such other actions promptly upon receipt of such instructions from the Trustee as the Company may request to evidence or confirm that the Collateral falling under this Section 12.03 has been released from the Liens of each of the Collateral Agreements.

Appears in 2 contracts

Sources: Indenture (Viskase Companies Inc), Indenture (Viskase Companies Inc)

Release of Collateral. (a) So long as Subject to subsections (b), (c) and (d) of this Section 14.03, Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted security interest created by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Escrow Agreement only in accordance with the terms provisions of the Servicing Agreement and the requirements of the proviso in the preceding sentenceEscrow Agreement. (b) The Indenture Trustee mayExcept to the extent that any Lien on proceeds of Collateral is automatically released by operation of Section 9-306 of the Uniform Commercial Code or other similar law, no Collateral shall be released from the Lien and when required security interest created by the Escrow Agreement pursuant to the provisions of this Indenture shallthe Escrow Agreement, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see other than to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture Holders pursuant to this the terms thereof, unless there shall have been delivered to the Trustee the certificate required by Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense14.03(d) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0114.04. (c) The Indenture Trustee shallAt any time when an Event of Default shall have occurred and be continuing and the maturity of the Securities shall have been accelerated (whether by declaration or otherwise), at such time as there are no Storm Recovery Bonds Outstanding and all sums payable Collateral shall be released pursuant to the Indenture provisions of the Escrow Agreement, and no release of Collateral in contravention of this Section 14.03(c) shall be effective as against the Holders of Securities, except for the disbursement of all Escrow Funds (as defined in the Escrow Agreement) and other Collateral to the Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion 6(b) of the Storm Recovery Escrow Agreement. (d) The release of any Collateral that secured from the Storm Recovery Bonds Liens and security interests created by this Indenture and the Escrow Agreement shall not be deemed to impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to the terms hereof or pursuant to the terms of the Escrow Agreement. To the extent applicable, the Company shall cause TIA (S) 314(d) relating to the release of property or securities from the Lien and security interest of this Indenture and release the Escrow Agreement to be complied with. Any certificate or opinion required by TIA (S) 314(d) may be made by an Officer of the Issuer Company except in cases where TIA (S) 314(d) requires that such certificate or any opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other Person entitled thereto any funds expert selected or investments then on deposit approved by the Trustee in or credited to the Collection Accountexercise of reasonable care.

Appears in 2 contracts

Sources: Indenture (Tci Satellite Entertainment Inc), Indenture (Tci Satellite Entertainment Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07 hereof, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cb) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Notes Outstanding and all sums payable due to the Certificateholders pursuant to Section 5.02(b) of the Sale and Servicing Agreement, to the Servicer pursuant to Section 8.02(c)(i)(A) hereof, to the Indenture Trustee pursuant to Section 6.07 or otherwise 8.02(c)(i)(B) hereof, to the Owner Trustee pursuant to Section 8.02(c)(i)(C) hereof and to the Custodian pursuant to Section 8.02(c)(i)(D) hereof have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds Notes from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited the Trust Accounts. The Indenture Trustee shall release property from the lien of this Indenture pursuant to this Subsection (b) only upon receipt of an Issuer Request accompanied by an Officer's Certificate, an Opinion of Counsel and (if required by the Collection AccountTIA) Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the applicable requirements of Section 11.01 hereof.

Appears in 2 contracts

Sources: Indenture (Ditech Funding Corp Home Loan Owner Trust 1997-1), Indenture (Empire Funding Home Loan Owner Trust 1997-4)

Release of Collateral. (a) So long as All money and other property withdrawn from the Collection Account by the Trustee for payment to the Issuer is not as provided in default hereunder this Indenture in accordance with Section 8.2 shall be deemed released from this Indenture when so withdrawn and no Default hereunder would occur as a result applied in accordance with the provisions of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of businessArticle VIII, without any further notice to, or release or consent by, the Trustee. (b) Other than as provided for in clause (a) above, the Trustee shall release property from the Lien of this Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any Documents and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately only upon receipt thereof of an Issuer Request accompanied by the an Issuer or any other PersonOfficer's Certificate, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time an Issuer Opinion of Counsel and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the terms of the Servicing Agreement and the applicable requirements of Section 11.1 or an Issuer Opinion of Counsel in lieu of such Independent Certificates to the proviso in effect that the preceding sentenceTIA does not require any such Independent Certificate. (bc) The Indenture Subject to the payment of its fees and expenses pursuant to Section 6.7, the Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cd) The Indenture Subject to Section 8.3(b), the Trustee shall, at such time as there are no Storm Recovery BGS Transition Bonds Outstanding and all sums payable to due the Indenture Trustee pursuant to Section 6.07 or otherwise 6.7 have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery BGS Transition Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 2 contracts

Sources: Indenture (PSE&G Transition Funding II LLC), Indenture (PSE&G Transition Funding II LLC)

Release of Collateral. (a) So long as the Issuer is not in default Default hereunder and no Default hereunder would occur as a result of such action, the Issuer, through the a Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Series Collateral and be deposited to the General Subaccount for a Series of Bonds secured by such Series Collateral immediately upon receipt thereof by the Issuer or any other Person, including the such Servicer. Without limiting the foregoing, the any Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Series Collateral previously writtenwhich is part of a Bill previousl▇ ▇▇itten-off as a defaulted or uncollectible account in accordance with the terms of the any Servicing Agreement and the requirements of the proviso in the immediately preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s 's Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture ActTIA) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paidof a Series Outstanding, release any remaining portion of the Storm Recovery Series Collateral that secured the Storm Recovery such Series of Bonds from the Lien lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountAccount for such Series of Bonds.

Appears in 2 contracts

Sources: Indenture (Oncor Electric Delivery Transition Bond Co LLC), Indenture (Oncor Electric Delivery Transition Bond Co LLC)

Release of Collateral. (ai) So long as the Issuer is not in default hereunder The Agent and no Default hereunder would occur as a result each Lender (on its own behalf and on behalf of any Affiliate of such actionLender that is a Secured Creditor) hereby directs the Agent and the Collateral Agent to release, in accordance with the Issuerterms hereof, through any Lien held by the ServicerAgent or the Collateral Agent, may collectunder the Security Documents: (A) against all of the Collateral, sell upon final and indefeasible payment in full in cash of the Loans and Obligations and termination of all Commitments and Letters of Credit and termination hereof; (B) against any part of the Collateral sold or otherwise dispose disposed of written-off receivables, at by Borrower or any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and its Subsidiaries to the extent such sale or disposition is permitted hereby (or permitted pursuant to a waiver or consent of a transaction otherwise prohibited hereby); (C) against any Collateral acquired by Borrower or any of its Subsidiaries after the Restatement Date and at least 80% of the purchase price therefor is within 120 days of the acquisition thereof financed with Purchase Money Indebtedness secured by a Lien permitted by clause (ix) of the Basic Documentsdefinition of Permitted Liens. (D) so long as no Unmatured Event of Default or Event of Default has occurred and is continuing, in the sole discretion of the Agent upon the request of Borrower, against any part of the Collateral with a fair market value of less than $1,000,000 in the aggregate during the term of this Agreement as such fair market value may be certified to the Agent by Borrower in an officer’s certificate acceptable in form and substance to the Agent; and (E) against a part of the Collateral which release does not require the consent of all of the Lenders as set forth in Section 11.1(a), if such release is consented to by the Majority Lenders; provided, however, that (y) the Agent and the Collateral Agent shall not be required to execute any such document on terms which, in its opinion, would expose it to liability or create any obligation or entail any consequence other than the release of such Liens without recourse or warranty, and (z) such release shall not in any manner discharge, affect or impair the Obligations or any Liens upon (or obligations of Borrower or any of its Subsidiaries in respect of) all interests retained by Borrower and/or any of its Subsidiaries, including (without limitation) the proceeds of such dispositions any sale, all of which shall become Collateral and be deposited continue to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms constitute part of the Servicing Agreement and the requirements of the proviso in the preceding sentenceCollateral. (bii) The Indenture Trustee may, Each Lender (on its own behalf and when required by on behalf of any Affiliate of such Lender that is a Secured Creditor) hereby directs the provisions of this Indenture shall, Agent and the Collateral Agent (and the Agent and the Collateral Agent agree) to execute instruments and deliver or file such termination and partial release statements and such other things as are necessary to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall Liens to be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture released pursuant to this Section 8.04(b) only 11.20 promptly upon receipt the effectiveness of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01any such release or enter into intercreditor agreements contemplated or permitted herein. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 1 contract

Sources: Second Amendment and Restatement Agreement (BMC Industries Inc/Mn/)

Release of Collateral. (a) So long as Subject to Section 10.04 hereof, Collateral may be released from the Issuer is not in default hereunder Lien and no Default hereunder would occur as a result of such action, security interest created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Security Documents at any time and or from time to time in accordance with the ordinary course provisions of businessthe Security Documents, without any notice tothe Intercreditor Agreement or as provided hereby. The Issuer and the Guarantors will be entitled to a release of property and other assets included in the Collateral from the Liens securing the Notes, and the Trustee (subject to its receipt of an Officer Certificate and Opinion of Counsel as provided below) shall release, or release or consent byinstruct the Collateral Agent to release, as applicable, the Indenture Trusteesame from such Liens at the Issuer’s sole cost and expense, but only as and under one or more of the following circumstances: (1) to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by enable the Issuer or any other PersonGuarantor to sell, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell exchange or otherwise dispose of any of the Collateral previously written-off as to the extent not prohibited under Section 4.13; (2) in the case of a defaulted Guarantor that is released from its Guarantee with respect to the Notes, the release of the property and assets of such Guarantor; (3) pursuant to an amendment or uncollectible account waiver in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien Article 9 of this Indenture; or (4) if the Notes have been discharged or defeased pursuant to Section 8.01 or Section 8.02. The second-priority lien on the ABL Collateral securing the Notes will terminate and be released automatically if the first-priority liens on the ABL Collateral are released by the Bank Collateral Agents (unless, at the time of such release of such first-priority liens, an Event of Default shall have occurred and be continuing under this Indenture). Notwithstanding the existence of an Event of Default, the second-priority lien on the ABL Collateral securing the Notes shall also terminate and be released automatically to the extent the first-priority liens on the ABL Collateral are released by the Bank Collateral Agents in connection with a sale, transfer or disposition of ABL Collateral that is either not prohibited under the Indenture or occurs in connection with the foreclosure of, or convey other exercise of remedies with respect to, such ABL Collateral by the Indenture Trustee’s interest Bank Collateral Agents (except with respect to any proceeds of such sale, transfer or disposition that remain after satisfaction in full of the same, in a manner and under circumstances Lenders Debt). The liens on the Collateral securing the Notes that are not inconsistent with otherwise would have been released pursuant to the provisions first sentence of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall paragraph will be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction released when such Event of any conditions precedent or see to the application Default and all other Events of any moneys. The Indenture Trustee shall release property from the Lien of Default under this Indenture pursuant cease to this Section 8.04(b) only upon exist. Upon receipt of an Issuer Request accompanied by an Officer’s Certificate, Officers’ Certificate and an Opinion of Counsel certifying that all conditions precedent under the Indenture and the Security Documents (and TIA Section 314(d)), if any, to such release have been met and any necessary or proper instruments of external counsel of termination, satisfaction or release prepared by the Issuer Issuer, the Trustee shall, or shall cause the Collateral Agent, to execute, deliver or acknowledge (at the Issuer’s cost and expense) such instruments or re- leases to evidence the release of any Collateral permitted to be released pursuant to this Indenture or the Security Documents or the Intercreditor Agreement. Neither the Trustee nor the Collateral Agent shall be liable for any such release undertaken in good faith in reliance upon any such Officer Certificate or Opinion of Counsel, and (if required by the Trust Indenture Act) Independent Certificates notwithstanding any term hereof or in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable any Security Document to the Indenture contrary, the Trustee pursuant and Collateral Agent shall not be under any obligation to Section 6.07 or otherwise have been paid, release any remaining portion such Lien and security interest, or execute and deliver any such instrument of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien release, satisfaction or termination, unless and until it receives such Officer Certificate and Opinion of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountCounsel. SECTION 10.04. RESERVED.

Appears in 1 contract

Sources: Indenture (Nortek Inc)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder payment of its fees and no Default hereunder would occur as a result of such actionexpenses pursuant to Section 6.07, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture and the Transfer and Servicing Agreement shall, execute instruments to release property from the Lien lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII Eight shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneysmonies. (b) The Indenture Trustee shall, at such time as there are no Notes outstanding and all sums due to the Noteholders and the Swap Counterparty pursuant to the Transfer and Servicing Agreement and all fees and expenses of the Indenture Trustee, the Master Servicer, the Trust Administrator and the Custodian pursuant to this Indenture or any other Operative Agreement have been paid, release any remaining portion of the Collateral that secured the Notes and the Swap Agreement from the lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds then on deposit in the Trust Account and assign or transfer any outstanding Swap Agreement. The Indenture Trustee shall release property from the Lien lien of this Indenture pursuant to this Section 8.04(bsubsection (b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture ActTIA) Independent Certificates in accordance with Section TIA Sections 314(c) of the Trust Indenture Act and Section 314(d)(1314(d)( 1) of the Trust Indenture Act meeting the applicable requirements of Section 10.0111.01 hereof. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 1 contract

Sources: Indenture (Fieldstone Mortgage Investment CORP)

Release of Collateral. (a) So long as Notwithstanding any other provision of this Agreement or any other Loan Document, upon the Issuer is not in default hereunder and no Default hereunder would occur as occurrence of a result of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and Capital Event with respect to the extent permitted Mortgaged Property as described in Section 2.7 hereof, Lender shall, simultaneously with such Capital Event release of record the Lien of the Mortgages and UCC-1 financing statements and any other Liens in favor of Lender relating to the Mortgaged Property or the portion thereof affected by the Basic Documentssuch Capital Event; provided, however, that (i) Lender shall not be required to release its Lien unless all conditions and payments set forth in Section 2.7 have been satisfied and paid and (ii) with respect to a Capital Event consummated in accordance with this Agreement which does not result in a full satisfaction of the Indebtedness, if the related Mortgaged Property is located in a state that imposes mortgage recording taxes, then Lender shall, in lieu of such release, to the extent necessary to facilitate future savings of mortgage tax, assign at Borrower’s expense, such Liens to the new lender(s), provided that any such assignments shall be without recourse, representation, or warranty of any kind, except that Lender shall represent and warrant (1) the then outstanding amount of the Principal Indebtedness and (2) that such Liens have not been previously assigned by Lender. (b) In the event Borrower satisfies the outstanding Indebtedness in full, Lender shall withdraw and hold uninvested for Borrower in an Eligible Account at a financial institution selected by Lender from the Business Day immediately preceding the date upon which the release of funds is to be made to Borrower and release on the date on which the outstanding Indebtedness is repaid in full any and all proceeds amounts then on deposit in the Reserve Accounts and/or the Collection Account to Borrower. Upon repayment of such dispositions shall become Collateral the Loan and be deposited to all other amounts due hereunder and under the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Loan Documents in full in accordance with the terms of the Servicing Agreement hereof and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee maythereof, and when required by the provisions of this Indenture Lender shall, execute instruments promptly after such payment, release or cause to release property from be released all Liens with respect to all Collateral (including, without limitation, terminating the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee tenant direction letters delivered pursuant to Section 6.07 2.12(a)) or, to the extent necessary to facilitate future savings of mortgage tax in states that impose mortgage taxes, assign at Borrower’s expense, such Liens to Borrower’s new lender(s), provided that any such assignments shall be without recourse, representation, or otherwise have been paidwarranty of any kind, release any remaining portion except that Lender shall represent and warrant (1) the then outstanding amount of the Storm Recovery Collateral Principal Indebtedness and (2) that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Accountsuch Liens have not been previously assigned by Lender.

Appears in 1 contract

Sources: Loan Agreement (Affordable Residential Communities Inc)

Release of Collateral. (a) So long as All money and other property withdrawn from the Collection Account by the Trustee for payment to the Issuer is not as provided in default hereunder this Indenture in accordance with Section 8.02 shall be deemed released from this Indenture when so withdrawn and no Default hereunder would occur as a result applied in accordance with the provisions of such action, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of businessArticle VIII, without any further notice to, or release or consent by, the Trustee. (b) Other than as provided for in clause (a) above, the Trustee shall release property from the Lien of this Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, howeverany Hedge Agreement or any Interest Rate Swap Agreement, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately only upon receipt thereof of an Issuer Request accompanied by the an Issuer or any other PersonOfficer's Certificate, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time an Issuer Opinion of Counsel and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Independent Certificates in accordance with TIA Sections 314(c) and 314(d)(1) meeting the terms of the Servicing Agreement and the applicable requirements of Section 11.01 or an Issuer Opinion of Counsel in lieu of such Independent Certificates to the proviso in effect that the preceding sentenceTIA does not require any such Independent Certificate. (bc) The Indenture Subject to the payment of its fees and expenses pursuant to Section 6.07, the Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s 's interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (cd) The Indenture Subject to Section 8.03(b), the Trustee shall, at such time as there are no Storm Recovery Transition Bonds Outstanding and all sums payable to due the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Transition Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountAccount upon Issuer Order.

Appears in 1 contract

Sources: Indenture (Atlantic City Electric Transition Funding LLC)

Release of Collateral. (a) So long as the Issuer is not in default hereunder Subject to Sections 12.02(b), (c), and no Default hereunder would occur as a result of such action(d), the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, without any notice to, or release or consent by, the Indenture Trustee, but only as and to the extent permitted by terms and conditions of the Basic Documents; providedIntercreditor Agreements, howeverthe Liens securing the Notes will be automatically released, that any and the Trustee (subject to its receipt of an Officers’ Certificate and Opinion of Counsel as provided below) shall execute documents evidencing such release, and instruct in writing the Collateral Agent to execute, as applicable, the same at the Issuer’s sole cost and expense, under one or more of the following circumstances: (1) in whole upon: (A) payment in full of the principal of, together with accrued and unpaid interest (including Additional Amounts, if any) on, the Notes and all proceeds other obligations under this Indenture; (B) satisfaction and discharge of such dispositions shall become Collateral and be deposited this Indenture as set forth under Article 8; (C) a legal defeasance or covenant defeasance as set forth under Article 8; (2) in part, as to the General Subaccount immediately upon receipt thereof any asset constituting Collateral: (A) that is sold, transferred or otherwise disposed of by the Issuer or any other Person, including Guarantor to any Person that is not the Servicer. Without limiting Issuer or a Guarantor (or is not required to become a Guarantor) in a transaction permitted by this Indenture and the foregoing, Collateral Documents; (B) that is held by a Guarantor that is released from its Note Guarantee pursuant to Section 10.09; (C) that is otherwise released in accordance with this Indenture or the Servicer, may, at any time and from time Collateral Documents; (D) that is or becomes an Excluded Asset; or (E) that is required to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account be released in accordance with the express terms of the Servicing Agreement and the requirements of the proviso in the preceding sentenceany Intercreditor Agreement. (b) The With respect to any release of Collateral, the Trustee and the Collateral Agent shall be entitled to receive an Officers’ Certificate and an Opinion of Counsel each stating that all conditions precedent under this Indenture Trustee mayand the Collateral Documents to such release have been satisfied, that such release is authorized or permitted by the terms of this Indenture or the Collateral Documents, and that the Trustee and the Collateral Agent are authorized and directed to execute and deliver the documents provided by the Company in connection with such release, and any necessary or proper instruments of termination, satisfaction, discharge or release prepared by the Company. Neither the Trustee nor the Collateral Agent shall be liable for any such release undertaken in reliance upon any such Officers’ Certificate, Opinion of Counsel or direction and notwithstanding any term hereof or in any Collateral Document to the contrary, the Trustee and the Collateral Agent shall not be under any obligation to release any such Lien and security interest, or execute and deliver any such instrument of release, satisfaction, discharge or termination, unless and until it receives such Officers’ Certificate, Opinion of Counsel and written direction. (c) At any time when required a Default or Event of Default has occurred and is continuing and the maturity of the Notes has been accelerated (whether by declaration or otherwise) and the Trustee has delivered notice of acceleration to the Collateral Agent, no release of Collateral pursuant to the provisions of this Indenture shall, execute instruments or the Collateral Documents shall be effective as against the Holders. (d) Notwithstanding anything to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided contrary in this Article VIII shall be bound to ascertain Section 12.02 and the Indenture Trustee’s authority, inquire into the satisfaction partial release of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer Liens in accordance with sections (at the Issuer’s cost and expensea) and (if required by b) above, Liens shall not be released in whole while other Secured Obligations (as such term is defined in the Trust Indenture ActCollateral Documents) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01are still outstanding. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 1 contract

Sources: Indenture (GAC Inc.)

Release of Collateral. (a) So long as The Collateral Agent shall not at any time release Collateral from the Issuer security interests created by the Collateral Agreements unless such release is not in default hereunder accordance with the provisions of this Indenture and no Default hereunder would occur as a result of such action, the Issuer, through applicable Collateral Agreements or the Servicer, may collect, sell or otherwise dispose of written-off receivablesIntercreditor Agreement. (b) Subject to the Intercreditor Agreement, at any time when a Default or an Event of Default shall have occurred and be continuing, no release of Collateral pursuant to the provisions of this Indenture and the Collateral Agreements shall be effective as against the Holders. (c) The release of any Collateral from time the terms of the Collateral Agreements shall not be deemed to time impair the security under this Indenture in contravention of the provisions hereof if and to the extent the Collateral is released pursuant to this Indenture and the Collateral Agreements or the Intercreditor Agreement. To the extent applicable, the Company shall cause TIA Section 314(d) relating to the release of property from the security interests created by this Indenture and the Collateral Agreements to be complied with. Any certificate or opinion required by TIA Section 314(d) may be made by an Officer of the Company, except in cases where TIA Section 314(d) requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care. A Person is “independent” if such Person (a) is in fact independent, (b) does not have any direct financial interest or any material indirect financial interest in the Company or in any Affiliate of the Company and (c) is not an officer, employee, promoter, underwriter, trustee, partner or director or person performing similar functions to any of the foregoing for the Company. The Trustee and the Collateral Agent shall be entitled to receive and rely upon a certificate provided by any such Person confirming that such Person is independent within the foregoing definition. (d) Notwithstanding any provision to the contrary herein, Collateral comprised of accounts receivable, inventory or (prior to the occurrence and during the continuance of an Event of Default) the proceeds of the foregoing shall be subject to release upon sales of such inventory and collection of the proceeds of such accounts receivable in the ordinary course of business, without any notice to, or release or consent by. If requested in writing by the Company, the Indenture TrusteeTrustee shall instruct the Collateral Agent to execute and deliver such documents, but only as instruments and statements and to the extent permitted by the Basic Documents; provided, however, that any and take all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentence. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only actions promptly upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion such instructions from the Trustee as the Company may reasonably request to evidence or confirm that the Collateral falling under this Section 12.03 has been released from the Liens of Counsel of external counsel each of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Collateral Agreements. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection Account.

Appears in 1 contract

Sources: Indenture (CitiSteel PA, Inc.)

Release of Collateral. (a) So long as Subject to the Issuer is not in default hereunder and no Default hereunder would occur as a result of such actionIntercreditor Agreement to the extent applicable, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, Collateral Agent shall not at any time release Collateral from the Security Interests created by this Indenture and from time to time in the ordinary course of business, without any notice to, or Collateral Agreements unless such release or consent by, the Indenture Trustee, but only as and to the extent permitted by the Basic Documents; provided, however, that any and all proceeds of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account is in accordance with the terms provisions of the Servicing Agreement this Indenture and the requirements of the proviso in the preceding sentenceapplicable Collateral Agreements. (b) The Indenture Trustee maySubject to the Intercreditor Agreement to the extent applicable, at any time when a Default or an Event of Default shall have occurred and when required by be continuing, no release of Collateral pursuant to the provisions of this Indenture shall, execute instruments to release property from and the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII Collateral Agreements shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of effective as against any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01Secured Party. (c) The release of any Collateral from the terms of the Collateral Agreements shall not be deemed to impair the security under this Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding in contravention of the provisions hereof if and all sums payable to the Indenture Trustee extent the Collateral is released pursuant to this Indenture and the Collateral Agreements or to the extent applicable, pursuant to the Intercreditor Agreement. To the extent applicable, the Issuers shall cause Section 6.07 or otherwise have been paid, release any remaining portion 314(d) of the Storm Recovery Collateral that secured TIA relating to the Storm Recovery Bonds release of property from the Lien Security Interests created by this Indenture and the Collateral Agreements to be complied with. Any certificate or opinion required by Section 314(d) of the TIA may be made by an Officer of the Issuers, except in cases where Section 314(d) of the TIA requires that such certificate or opinion be made by an independent Person, which Person shall be an independent engineer, appraiser or other expert selected or approved by the Trustee in the exercise of reasonable care. A Person is "independent" if such Person (a) is in fact independent, (b) does not have any direct financial interest or any material indirect financial interest in the Issuers or in any Affiliate of the Issuers and (c) is not an officer, employee, promoter, underwriter, trustee, partner or director or person performing similar functions to any of the foregoing for the Issuers. The Trustee and the Collateral Agent shall be entitled to receive and conclusively rely upon a certificate provided by any such Person confirming that such Person is independent within the foregoing definition. (d) Notwithstanding anything contained in this Indenture to the contrary, (i) the provisions of Section 10.04(c) of this Indenture will not be applicable to any release or withdrawal of inventory, receivables and release cash from the Issuers' deposit accounts in the ordinary course of the Issuers' business pursuant to the Issuer or terms of the Collateral Agreements and (ii) the fair value of inventory, receivables and cash from the Issuers' deposit accounts released pursuant to this Section 10.04(d) need not be considered in determining whether the aggregate fair value of inventory, receivables and cash from the Issuers' deposit accounts released in any other Person entitled thereto any funds or investments then calendar year exceeds the 10% threshold specified in Section 314(d)(1) of the TIA; provided, that the Issuers' right to rely on deposit in or credited this Section 10.04(d) will be conditioned upon the Issuers delivering to the Collection AccountTrustee and the Collateral Agent, within 30 calendar days following the end of each six-month period beginning on June 1 and December 1 of any year, an Officers' Certificate to the effect that all such releases and withdrawals of inventory, receivables and cash from the Issuers' deposit accounts during such six-month period in respect of which the provisions of Section 10.04(c) were not complied with were to make payments or investment in the ordinary course of the company's business, which were not prohibited by this Indenture.

Appears in 1 contract

Sources: Indenture (Phibro Animal Health Corp)

Release of Collateral. (a) So long as Collateral shall be released from the Issuer is not in default hereunder and no Default hereunder would occur as a result of such action, Liens created by the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and Collateral Agreements from time to time at the sole cost and expense of the Company: (i) upon payment in full of the ordinary course of business, without any notice to, or release or consent byNotes and all other Obligations under this Indenture, the Indenture TrusteeNotes, but only as the Collateral Agreements and to the extent permitted by the Basic Documents; provided, however, that any Notes Registration Rights Agreement then due and all proceeds owing, (ii) unless an Event of such dispositions Default shall become Collateral have occurred and be deposited continuing, upon sale or other disposition of Collateral pursuant to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account an Asset Sale made in accordance with Section 4.13 hereof (without giving effect to the provisions of clause (f) of Section 4.13); provided that the Collateral Agent has received all documentation required by the TIA in connection therewith; and provided further that only the Collateral subject to such Asset Sale shall be released, (iii) upon release of a Guarantor in accordance with Section 10.11 hereof; the Collateral owned by such Guarantor shall be released; (iv) upon the written consent of the holders not less than two-thirds of the aggregate principal amount of the then outstanding Notes (including consents obtained in connection with a tender offer or exchange offer for Notes), (v) as required pursuant to the terms of the Servicing Agreement Intercreditor Agreement, or (vi) upon a Legal Defeasance; provided, that the Trustee shall not release any Lien on any Collateral unless -------- and until it shall have received an Officers' Certificate certifying that all conditions precedent hereunder have 84 been met and such other documents required by Section 8.4 hereof. Upon compliance with the requirements above provisions, the Trustee shall execute, deliver or acknowledge any necessary or proper instruments of termination, satisfaction or release to evidence the proviso in release of any Collateral permitted to be released pursuant to this Indenture or the preceding sentenceCollateral Agreements. (b) The release of any Collateral from the terms of the Collateral Agreements shall not be deemed to impair the security under this Indenture Trustee may, and when required by of the Liens in favor of the Collateral Agent on the remaining collateral in contravention of the provisions hereof and of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner Collateral Agreements if and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture extent such Collateral is released pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien terms of this Indenture and release to the Issuer or any other Person entitled thereto any funds or investments then on deposit in or credited to the Collection AccountCollateral Agreements.

Appears in 1 contract

Sources: Indenture (Mikohn Gaming Corp)

Release of Collateral. (a) So long as Notwithstanding anything to the Issuer is not contrary contained herein or in default hereunder and no Default hereunder would occur as a result any other Loan Document, upon request of such actionthe Borrower in connection with any Disposition of Property permitted by the Loan Documents, the Issuer, through the Servicer, may collect, sell or otherwise dispose of written-off receivables, at any time and from time to time in the ordinary course of business, Administrative Agent shall (without any notice to, or release vote or consent byof, the Indenture Trusteeany Lender, but only or any Qualified Counterparty to any Specified Hedge Agreement) take such actions as and shall be required to release its security interest in any Collateral being Disposed of in such Disposition, to the extent permitted by the Basic Documents; provided, however, that any and all proceeds necessary to permit consummation of such dispositions shall become Collateral and be deposited to the General Subaccount immediately upon receipt thereof by the Issuer or any other Person, including the Servicer. Without limiting the foregoing, the Servicer, may, at any time and from time to time without any notice to, or release or consent by, the Indenture Trustee, sell or otherwise dispose of any Collateral previously written-off as a defaulted or uncollectible account Disposition in accordance with the terms of the Servicing Agreement and the requirements of the proviso in the preceding sentenceLoan Documents. (b) The Indenture Trustee may, and when required by the provisions of this Indenture shall, execute instruments to release property from the Lien of this Indenture, or convey the Indenture Trustee’s interest in the same, in a manner and under circumstances that are not inconsistent with the provisions of this Indenture. No party relying upon an instrument executed by the Indenture Trustee as provided in this Article VIII shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see Notwithstanding anything to the application of any moneys. The Indenture Trustee shall release property from the Lien of this Indenture pursuant to this Section 8.04(b) only upon receipt of an Issuer Request accompanied by an Officer’s Certificate, an Opinion of Counsel of external counsel of the Issuer (at the Issuer’s cost and expense) and (if required by the Trust Indenture Act) Independent Certificates in accordance with Section 314(c) of the Trust Indenture Act and Section 314(d)(1) of the Trust Indenture Act meeting the applicable requirements of Section 10.01. (c) The Indenture Trustee shall, at such time as there are no Storm Recovery Bonds Outstanding and all sums payable to the Indenture Trustee pursuant to Section 6.07 or otherwise have been paid, release any remaining portion of the Storm Recovery Collateral that secured the Storm Recovery Bonds from the Lien of this Indenture and release to the Issuer contrary contained herein or any other Person entitled thereto Loan Document, when all Obligations (other than obligations in respect of any funds Specified Hedge Agreement) have been paid in full, upon request of the Borrower, the Administrative Agent shall (without notice to, or investments then vote or consent of, any Lender, or Qualified Counterparty to any Specified Hedge Agreement) take such actions as shall be required to release its security interest in all Collateral, and to release all guarantee obligations under any Loan Document, whether or not on deposit the date of such release there may be outstanding Obligations in or credited respect of Specified Hedge Agreements. Any such release of guarantee obligations shall be deemed subject to the Collection Accountprovision that such guarantee obligations shall be reinstated if after such release any portion of any payment in respect of the Obligations guaranteed thereby shall be rescinded or must otherwise be restored or returned upon the insolvency, bankruptcy, dissolution, liquidation or reorganization of the Borrower or any Guarantor, or upon or as a result of the appointment of a receiver, intervenor or conservator of, or trustee or similar officer for, the Borrower or any Guarantor or any substantial part of its property, or otherwise, all as though such payment had not been made.

Appears in 1 contract

Sources: Credit Agreement (Inergy Holdings, L.P.)